VALVOLINE INC. (NYSE:VVV) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.
VALVOLINE INC. (NYSE:VVV) Files An 8-K Submission of Matters to a Vote of Security Holders
On January 31, 2018, Valvoline Inc. (“Valvoline”) held its Annual Meeting of Shareholders (“Annual Meeting”). At the Annual Meeting, a total of 189,857,629 shares of Valvoline Common Stock, representing 94% of the shares outstanding and eligible to vote and constituting a quorum, were represented in person or by valid proxies. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:
Proposal 1:All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline’s shareholders and until their successors have been duly elected and qualified, by the votes set forth in the table below:
Nominees |
For |
Against |
Abstain |
Broker Non-Vote |
Richard J. Freeland |
163,680,953 |
14,054,419 |
392,194 |
11,730,063 |
Stephen F. Kirk |
176,661,369 |
1,073,914 |
392,283 |
11,730,063 |
Stephen E. Macadam |
176,677,429 |
1,047,714 |
402,423 |
11,730,063 |
Vada O. Manager |
175,857,204 |
1,856,988 |
413,374 |
11,730,063 |
Samuel J. Mitchell, Jr. |
176,245,957 |
1,495,159 |
386,450 |
11,730,063 |
Charles M. Sonsteby |
176,594,719 |
1,106,116 |
426,731 |
11,730,063 |
Mary J. Twinem |
177,247,412 |
487,763 |
392,391 |
11,730,063 |
Proposal 2:The appointment of Ernst & Young LLP as Valvoline’s independent registered public accounting firm for fiscal 2018 was ratified by the shareholders by the votes set forth in the table below:
For |
Against |
Abstain |
Broker Non-Vote |
188,961,453 |
436,259 |
459,917 |
|
Proposal 3:The non-binding advisory resolution approving the compensation paid to Valvoline’s named executive officers, as disclosed in Valvoline’s Proxy Statement to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved by the shareholders by the votes set forth in the table below:
For |
Against |
Abstain |
Broker Non-Vote |
169,007,615 |
8,346,741 |
773,210 |
11,730,063 |
Proposal 4:The Valvoline Inc. Employee Stock Purchase Plan was approved by shareholders by the votes set forth in the table below:
For |
Against |
Abstain |
Broker Non-Vote |
176,856,290 |
924,015 |
347,261 |
11,730,063 |
VALVOLINE INC ExhibitEX-10.1 2 ss78479_ex1001.htm VALVOLINE INC. EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.1 VALVOLINE INC. EMPLOYEE STOCK PURCHASE PLAN 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company’s intends for the Plan to qualify as an “employee stock purchase plan” under Section 423 of the Code. Accordingly,…To view the full exhibit click here