Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 24, 2019

 

 

Air Products and Chemicals, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-04534   23-1274455

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

7201 Hamilton Boulevard, Allentown, Pennsylvania   18195-1501
(Address of Principal Executive Offices)   (Zip Code)

(610) 481-4911

Registrant’s telephone number, including area code

not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 under the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

Emerging growth company    

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

On January 24, 2019, Air Products and Chemicals, Inc. (the “Company”) held its 2019 Annual Meeting of Shareholders. There were 219,549,135 shares of common stock represented at the meeting by valid proxies or voted in person, which was 88.97% of the shares of common stock entitled to vote at the meeting and which constituted a quorum. The final voting results for the matters submitted to a vote of shareholders at the annual meeting follow.

 

1.

Election of Directors. Each of the nominees for director was elected to serve until the Company’s 2020 Annual Meeting of Shareholders and until their successors are elected and qualified, or until his or her earlier death, resignation, or removal. The vote results were as follows, with each nominee having received at least 98.49% of the votes cast for his or her election:

 

Nominee

 

  

Votes For

 

  

Votes Against

 

  

Votes Abstained

 

  

Broker Non-Votes

 

Susan K. Carter

 

  

178,488,655

 

  

829,457

 

  

125,576

 

  

15,890,363

 

Charles I. Cogut

 

  

178,544,132

 

  

740,200

 

  

159,356

 

  

15,890,363

 

Chadwick C. Deaton

 

  

177,722,667

 

  

1,577,540

 

  

143,481

 

  

15,890,363

 

Seifollah Ghasemi

 

  

175,637,999

 

  

2,691,328

 

  

1,114,361

 

  

15,890,363

 

David H. Y. Ho

 

  

178,558,445

 

  

724,661

 

  

160,582

 

  

15,890,363

 

Margaret G. McGlynn

 

  

177,555,208

 

  

1,761,639

 

  

126,841

 

  

15,890,363

 

Edward L. Monser

 

  

177,876,045

 

  

1,412,298

 

  

155,345

 

  

15,890,363

 

Matthew H. Paull

 

  

178,640,081

 

  

657,877

 

  

145,730

 

  

15,890,363

 

 

2.

Advisory Vote on Executive Officer Compensation. The shareholders approved on an advisory basis the compensation of the Company’s named executive officers, as set forth in the Company’s annual meeting proxy statement, by the votes set forth in the table below.

 

Votes For

 

  

Votes Against

 

  

Votes Abstained

 

  

Broker Non-Votes

 

174,073,026

 

(97.25% of the votes cast)

 

   4,914,668    455,994    15,890,363

 

3.

Ratification of Appointment of Independent Auditors. The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2019 was ratified by the shareholders by the votes set forth in the table below.

 

Votes For

 

  

Votes Against

 

  

Votes Abstained

 

  

Broker Non-Votes

 

193,604,407

 

(99.20% of the votes cast)

 

   1,549,860    179,784    0

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Air Products and Chemicals, Inc.
    (Registrant)
Date: January 24, 2019     By:   /s/ Sean D. Major
      Sean D. Major
      Executive Vice President, General Counsel and Secretary

 

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