UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On April 25, 2024, NewMarket Corporation (the “Company”) held its 2024 Annual Meeting of Shareholders. The proposals listed below were submitted to a vote of shareholders and are described in the Company’s Proxy Statement (the “Proxy Statement”) filed with the Securities and Exchange Commission on March 11, 2024. The results are as follows:
1. The shareholders elected each of the Company’s seven (7) nominees to serve on its Board of Directors for the ensuing year, as set forth below:
| Director | Votes For | Votes Against |
Abstentions | Broker Non- Votes |
||||||||||||
| Mark M. Gambill |
8,150,330 | 291,218 | 5,221 | 484,634 | ||||||||||||
| Bruce C. Gottwald |
8,294,431 | 147,474 | 4,864 | 484,634 | ||||||||||||
| Thomas E. Gottwald |
8,236,690 | 205,339 | 4,740 | 484,634 | ||||||||||||
| H. Hiter Harris, III |
7,651,955 | 789,233 | 5,581 | 484,634 | ||||||||||||
| James E. Rogers |
8,024,277 | 417,081 | 5,411 | 484,634 | ||||||||||||
| Lilo Simmons Ukrop |
8,308,693 | 132,771 | 5,305 | 484,634 | ||||||||||||
| Ting Xu |
8,256,656 | 185,112 | 5,001 | 484,634 | ||||||||||||
2. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2024, as set forth below:
| Votes For |
Votes Against |
Abstentions | ||
| 8,619,041 |
300,605 | 11,757 |
3. The shareholders approved, on an advisory basis, the Company’s executive compensation program for its named executive officers disclosed in the Proxy Statement, as set forth below:
| Votes For |
Votes Against |
Abstentions |
Broker Non- Votes | |||
| 8,305,086 |
126,089 | 15,594 | 484,634 |
| Item 8.01 | Other Events. |
On April 25, 2024, the Company issued a press release reporting that the Company’s Board of Directors had declared a dividend of $2.50 per share of the Company’s common stock, payable on July 1, 2024, to Company shareholders of record at the close of business on June 14, 2024. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit 99.1 | Press release regarding the quarterly dividend issued by the Company on April 25, 2024 | |
| Exhibit 104 | Cover Page Interactive Data File (Embedded within the inline XBRL document) | |
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.
Date: April 25, 2024
| NewMarket Corporation | ||
| By: | /s/ William J. Skrobacz | |
| Name: | William J. Skrobacz | |
| Title: | Vice President and Chief Financial Officer | |