INTERNATIONAL FLAVORS& FRAGRANCES INC. (NYSE:IFF) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07.
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Submission of Matters to a Vote of Security Holders. |
On May3, 2017, International Flavors Fragrances Inc. (the
Company) held its Annual Meeting of Shareholders. At the Annual
Meeting, (i)eleven individuals were elected to serve as directors
of the Company; (ii)the selection of PricewaterhouseCoopers LLP
as the Companys independent registered public accounting firm for
2017 was ratified; (iii)the compensation of the Companys named
executive officers was approved in an advisory vote; (iv)an
annual advisory vote on executive compensation was selected in an
advisory vote; and (v)the French Sub-Plan under the Companys 2015
Stock Award and Incentive Plan was approved. Each of these
proposals is described in detail in the Companys Proxy Statement
filed with the Securities and Exchange Commission on March20,
2017 (the Proxy Statement). The final results for the votes
regarding each proposal are set forth below.
The directors elected to the Companys Board of Directors for
terms expiring at the Annual Meeting in 2018, as well as the
number of votes cast for, votes cast against, abstentions and
broker non-votes with respect to each of these individuals are
set forth below:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
|
Marcello V. Bottoli |
58,709,008 | 165,395 | 34,478 | 3,536,999 | ||||||||||
|
Dr. Linda B. Buck |
58,721,869 | 153,429 | 33,583 | 3,536,999 | ||||||||||
|
Michael L. Ducker |
58,561,454 | 314,248 | 33,179 | 3,536,999 | ||||||||||
|
David R. Epstein |
58,759,571 | 117,773 | 31,537 | 3,536,999 | ||||||||||
|
Roger W. Ferguson, Jr. |
58,145,928 | 728,025 | 34,928 | 3,536,999 | ||||||||||
|
John F. Ferraro |
58,765,281 | 109,374 | 34,226 | 3,536,999 | ||||||||||
|
Andreas Fibig |
56,741,531 | 1,760,022 | 407,328 | 3,536,999 | ||||||||||
|
Christina Gold |
58,413,258 | 460,386 | 35,237 | 3,536,999 | ||||||||||
|
Henry W. Howell, Jr. |
57,362,530 | 982,873 | 563,478 | 3,536,999 | ||||||||||
|
Katherine M. Hudson |
58,616,104 | 262,624 | 30,153 | 3,536,999 | ||||||||||
|
Dale F. Morrison |
58,590,648 | 282,843 | 35,390 | 3,536,999 |
The proposal to ratify the Audit Committees selection of
PricewaterhouseCoopers LLP as the Companys independent registered
public accounting firm for 2017 received the following votes:
|
For |
Against |
Abstain |
||
| 60,741,064 | 1,589,008 | 115,808 |
The advisory proposal to approve the compensation paid to the
Companys named executive officers in 2016, as disclosed in the
Proxy Statement, received the following votes:
|
For |
Against |
Abstain |
Broker Non-Votes |
|||
|
55,366,383 |
2,792,825 | 749,673 | 3,536,999 |
The advisory proposal on the frequency of votes on executive
compensation received the following votes:
|
1Year |
2 Years |
3 Years |
Abstain |
|||
|
53,547,850 |
110,641 |
5,161,805 |
88,585 |
The proposal to approve a French Sub-Plan under the Companys 2015
Stock Award and Incentive Plan received the following votes:
|
For |
Against |
Abstain |
Broker Non-Votes |
|||
| 56,815,654 | 1,971,148 | 122,079 | 3,536,999 |
Based upon the results of the advisory proposal on the frequency
of votes on executive compensation set forth above, and
consistent with its recommendation, the Companys Board of
Directors has determined that advisory votes on executive
compensation will be submitted to shareholders on an annual basis
until the next required vote on the frequency of such votes.
About INTERNATIONAL FLAVORS & FRAGRANCES INC. (NYSE:IFF)
International Flavors & Fragrances Inc. creates, manufactures and supplies flavors and fragrances (including cosmetic active ingredients) used to impart or improve flavor or fragrance in a range of consumer products. The Company operates in two segments: Flavors and Fragrances. The Flavors segment offers flavor compounds that are sold to the food and beverage industries for use in consumer products, such as prepared foods, beverages, dairy, food and sweet products. The Fragrances segment offers fragrance compounds and fragrance ingredients. Its cosmetic active ingredients consist of active and functional ingredients, botanicals and delivery systems to support its customers’ cosmetic and personal care product lines. Its products are sold to manufacturers of perfumes and cosmetics, hair and other personal care products, soaps and detergents, meat and other processed foods, beverages, snacks and savory foods, sweet and baked goods, and pharmaceutical and oral care products, among others. INTERNATIONAL FLAVORS & FRAGRANCES INC. (NYSE:IFF) Recent Trading Information
INTERNATIONAL FLAVORS & FRAGRANCES INC. (NYSE:IFF) closed its last trading session down -0.36 at 138.47 with 270,398 shares trading hands.