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: April 20, 2017
(Date of earliest event reported)
KIMBERLY-CLARK CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 1-225 | 39-0394230 |
(State or other jurisdiction of incorporation) | (Commission file number) | (I.R.S. Employer Identification No.) |
P.O. Box 619100, Dallas, Texas | 75261-9100 | |
(Address of principal executive offices) | (Zip code) | |
Registrant’s telephone number, including area code: (972) 281-1200
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | 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 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) Kimberly-Clark Corporation held its 2017 Annual Meeting of Stockholders on April 20, 2017.
(b) | The stockholders (1) elected all of the company’s nominees for director, (2) ratified the selection of Deloitte & Touche LLP as our independent auditors for 2017, (3) approved the compensation of our named executive officers on an advisory basis and (4) indicated their preference that future advisory votes on executive compensation be held annually. |
The final voting results on each of the matters submitted to a vote are as follows:
1. | Election of Directors: |
Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
John F. Bergstrom | 237,142,534 | 13,200,057 | 845,377 | 66,344,940 | ||||||||
Abelardo E. Bru | 245,317,951 | 4,978,550 | 891,467 | 66,344,940 | ||||||||
Robert W. Decherd | 243,109,223 | 7,193,978 | 884,767 | 66,344,940 | ||||||||
Thomas J. Falk | 238,290,665 | 10,564,908 | 2,332,395 | 66,344,940 | ||||||||
Fabian T. Garcia | 248,393,883 | 1,928,163 | 865,922 | 66,344,940 | ||||||||
Michael D. Hsu | 248,053,237 | 2,277,265 | 857,466 | 66,344,940 | ||||||||
Mae C. Jemison, M.D. | 246,153,261 | 4,237,671 | 797,036 | 66,344,940 | ||||||||
James M. Jenness | 249,198,917 | 1,101,371 | 887,679 | 66,344,940 | ||||||||
Nancy J. Karch | 247,645,694 | 2,688,129 | 854,145 | 66,344,940 | ||||||||
Christa S. Quarles | 249,491,521 | 864,193 | 832,254 | 66,344,940 | ||||||||
Ian C. Read | 247,622,157 | 2,686,466 | 879,344 | 66,344,940 | ||||||||
Marc J. Shapiro | 244,030,338 | 6,294,110 | 863,520 | 66,344,940 | ||||||||
Michael D. White | 249,404,475 | 889,306 | 894,187 | 66,344,940 | ||||||||
2. | Ratification of Deloitte & Touche LLP as Independent Auditors for 2017: |
Votes For | Votes Against | Abstentions | |||||
309,137,004 | 7,050,459 | 1,345,445 | |||||
3. | Advisory Approval of Named Executive Officer Compensation: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||
240,650,329 | 8,294,925 | 2,242,714 | 66,344,940 | |||||||
4. | Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation: |
One Year | Two Years | Three Years | Abstentions | Broker Non-Votes | |||||||||
220,017,279 | 942,084 | 28,867,770 | 1,360,835 | 66,344,940 | |||||||||
(d) Based upon the results set forth in item (b)(4) above, the Board of Directors has determined that future advisory votes on executive compensation will be submitted to stockholders on an annual basis.
SIGNATURE
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.
KIMBERLY-CLARK CORPORATION | ||||
Date: | April 21, 2017 | By: | /s/ Jeffrey P. Melucci | |
Jeffrey P. Melucci Vice President and Secretary | ||||