Trinseo S.A. (NYSE:TSE) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07 Submission of Matters to a Vote of Security
Holders.
On June21, 2017, Trinseo S.A. (the Company) held its Annual
General Meeting of Shareholders (the General Meeting) to notice
duly given. A total of 41,053,510 ordinary shares were present or
represented by proxy, which accounted for approximately 93% of
the shares entitled to vote at the General Meeting. The Companys
shareholders voted on the following eleven proposals and cast
their votes as set forth below.
Proposal One: Election of ClassIII Directors
The Companys shareholders approved the election of the Companys
ClassIII Director nominees by the votes set forth in the table
below:
|
|
|
For |
|
Against |
|
Abstain |
|
BrokerNon-Votes |
|
|
1. KLynne Johnson |
37,389,448 |
59,106 |
17,107 |
3,587,849 |
|||||
|
2. Donald Misheff |
21,659,040 |
15,789,319 |
17,302 |
3,587,849 |
Proposal Two: Ratification of the Appointments of Philip
Martens as a ClassII Director and Joseph Alvarado as a ClassI
Director
The Companys shareholders ratified the Boards appointments of
Philip Martens as a ClassII Director and Joseph Alvarado as a
ClassI Director by the votes set forth in the table below:
|
|
|
For |
|
Against |
|
Abstain |
|
BrokerNon-Votes |
|
|
1. Philip Martens |
37,369,671 |
78,158 |
17,832 |
3,587,849 |
|||||
|
2. Joseph Alvarado |
37,401,459 |
46,306 |
17,896 |
3,587,849 |
Proposal Three: Approval of Changes to the Companys Director
Compensation Program
The Companys shareholders approved the proposed changes to the
Companys director compensation program as described in its proxy
statement by the votes set forth in the table below:
|
For |
37,238,454 |
||
|
Against |
184,627 |
||
|
Abstain |
42,580 |
||
|
Broker Non-Votes |
3,587,849 |
Proposal Four: Approval, on an Advisory Basis, of the
Companys Named Executive Officer Compensation
The Companys shareholders approved, on an advisory basis, the
compensation paid to the Companys named executive officers in
2016 and described in its proxy statement by the votes set forth
in the table below:
|
For |
36,051,841 |
||
|
Against |
1,387,606 |
||
|
Abstain |
26,214 |
||
|
Broker Non-Votes |
3,587,849 |
Proposal Five: Approval of the Companys Luxembourg Statutory
Accounts
The Companys shareholders approved the Companys Luxembourg annual
statutory accounts as of and for the year ended December31, 2016
by the votes set forth in the table below:
|
For |
40,898,282 |
||
|
Against |
11,827 |
||
|
Abstain |
143,401 |
Proposal Six: Approval of the Allocation of the Results of
the Financial Year Ended December31, 2016
The Companys shareholders approved that the $77.7 million
profit for the year ended December31, 2016 be retained to the
following year by the votes set forth in the table below:
|
For |
40,958,090 |
||
|
Against |
16,136 |
||
|
Abstain |
79,284 |
Proposal Seven: Approval of the Granting of Discharge to
the Directors and Auditor for the Performance of their
Respective Duties during the Financial Year Ended December31,
2016
The Companys shareholders approved the granting of discharge to
the directors and auditor for the performance of their duties
during the financial year ended December31, 2016 by the votes
set forth in the table below:
|
For |
37,302,361 |
||
|
Against |
86,746 |
||
|
Abstain |
76,554 |
||
|
Broker Non-Votes |
3,587,849 |
Proposal Eight: Ratification of the Appointment of the
Companys Independent Auditor for All Statutory Accounts
The Companys shareholders ratified the appointment of
PricewaterhouseCoopers Socit cooprative to be the Companys
independent auditor for all statutory accounts required under
Luxembourg law for the year ended December31, 2017 by the votes
set forth in the table below:
|
For |
40,326,033 |
||
|
Against |
632,388 |
||
|
Abstain |
95,089 |
Proposal Nine: Ratification of the Appointment of the
Companys Independent Registered Accounting Firm
The Companys shareholders ratified the audit committees
appointment of PricewaterhouseCoopers LLP to be the Companys
independent registered accounting firm for the year ended
December31, 2017 by the votes set forth in the table below:
|
For |
40,293,982 |
||
|
Against |
665,133 |
||
|
Abstain |
94,395 |
Proposal Ten: Authorization of the Companys New Share
Repurchase Program
The Companys shareholders authorized the Companys new share
repurchase program, whereby the Board is empowered to
repurchase up to 4 million of its outstanding ordinary shares
over the next three years, by the votes set forth in the table
below:
|
For |
40,782,151 |
||
|
Against |
75,851 |
||
|
Abstain |
195,508 |
Proposal Eleven: Approval of Amendments to the Companys
Articles of Association
The Companys shareholders approved the proposed amendments to
the Companys articles of association as described in its proxy
statement by the votes set forth in the table below:
|
For |
37,358,859 |
||
|
Against |
77,601 |
||
|
Abstain |
29,201 |
||
|
Broker Non-Votes |
3,587,849 |
About Trinseo S.A. (NYSE:TSE)
Trinseo S.A. is a materials company. The Company operates under two divisions: Performance Materials and Basic Plastics & Feedstocks. The Performance Materials division’s segments include Synthetic Rubber, Latex and Performance Plastics. The Latex segment produces styrene-butadiene latex (SB latex) for coated paper and packaging board, carpet and artificial turf backings, as well as a number of performance latex applications. The Synthetic Rubber segment produces synthetic rubber products used in tires, with additional applications in polymer modification and technical rubber goods, including conveyer and fan belts, hoses, seals and gaskets. The Performance Plastics segments produces highly engineered compounds and blends for automotive end markets, as well as consumer electronics, medical, electrical and lighting, collectively consumer essential markets (CEM). The Basic Plastics & Feedstocks segment includes styrenic polymers, polycarbonate (PC) and styrene monomer.
