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): November 18, 2020

THE CLOROX COMPANY
(Exact name of registrant as specified in its charter)
____________________

Delaware	1-07151	31-0595760
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1221 Broadway, Oakland, California 94612-1888
(Address of principal executive offices) (Zip code)

(510) 271-7000
(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:

[ ]	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock - $1.00 par value	CLX	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of 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 November 18, 2020, The Clorox Company (the “Company”) held its virtual annual meeting of shareholders. The matters voted on and the results of the vote were as follows:

1. The Company’s shareholders elected the following directors to each serve until the next Annual Meeting of Shareholders or until a successor is duly elected and qualified.

	Number of Votes
	For	Against	Abstain	Broker Non-Votes
Amy Banse	89,023,603	302,112	259,772	21,538,945
Richard H. Carmona	85,307,235	3,797,639	480,613	21,538,945
Benno Dorer	87,560,509	1,731,105	293,873	21,538,945
Spencer C. Fleischer	87,246,864	2,033,146	305,477	21,538,945
Esther Lee	88,980,377	325,623	279,487	21,538,945
A.D. David Mackay	88,823,687	451,353	310,447	21,538,945
Paul Parker	88,965,302	304,046	316,139	21,538,945
Linda Rendle	89,035,194	293,690	256,603	21,538,945
Matthew J. Shattock	88,708,143	354,382	522,962	21,538,945
Kathryn Tesija	88,904,660	421,303	259,524	21,538,945
Pamela Thomas-Graham	84,648,396	4,651,174	285,917	21,538,945
Russell Weiner	88,773,683	490,423	321,381	21,538,945
Christopher J. Williams	88,791,577	470,677	323,233	21,538,945

2. The Company’s shareholders voted for (on an advisory basis) the approval of the compensation of the Company’s named executive officers.

Number of Votes
For	Against	Abstain	Broker Non-Votes
81,237,663	7,477,279	870,349	21,539,141

3. The Company’s shareholders ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2021.

Number of Votes
For	Against	Abstain	Broker Non-Votes
108,501,462	2,269,234	353,736	0

4. The Company’s shareholders did not approve the proposed amendment to the Company’s Restated Certificate of Incorporation to eliminate the supermajority voting provision. Under the Company’s Restated Certificate of Incorporation, the affirmative vote of at least 80% of the outstanding voting stock is required to approve this proposal. The 88,055,147 votes in favor of this proposal represented 69.86% of the total outstanding shares of common stock.

Number of Votes
For	Against	Abstain	Broker Non-Votes
88,055,147	878,351	651,793	21,539,141

Item 8.01 Other Events.

On November 18, 2020, the shareholders of the Company elected Paul Parker to the Board of Directors of the Company. A press release announcing the election of Mr. Parker is filed as Exhibit 99.1 and is incorporated herein in its entirety.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

See the Exhibit Index below.

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release dated November 18, 2020 of The Clorox Company
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.

THE CLOROX COMPANY

Date:	November 18, 2020	By:	/s/ Laura Stein
			Executive Vice President –
			General Counsel and Corporate Affairs

EX-99.1

PRESS RELEASE

Longtime Finance Leader and Life Sciences Executive Paul Parker Elected to Clorox Board

OAKLAND, Calif., Nov. 18, 2020 – The Clorox Company (NYSE:CLX) announced today that Paul Parker was formally elected to serve on its board of directors. Currently a corporate officer and senior vice president of strategy and corporate development for Thermo Fisher Scientific Inc., he has spent more than three decades within the financial services industry, with a focus on global mergers and acquisitions and investment banking.

“Paul’s deep experience in finance, M&A and strategy will contribute important perspective to the board going forward,” said Clorox lead independent director Pamela Thomas-Graham. “This expertise will be especially valuable as Clorox looks to build on its momentum and support its ambition of accelerating long-term growth.”

At Thermo Fisher, Parker, 57, is responsible for corporate strategy, mergers and acquisitions, corporate social responsibility, government relations, and digital marketing and e-commerce. He previously served as chairman of global M&A at Goldman Sachs & Co. and held senior finance leadership roles at Barclays and Lehman Brothers.

Additional information about The Clorox Company board of directors can be found at www.thecloroxcompany.com.

The Clorox Company

The Clorox Company (NYSE: CLX) is a leading multinational manufacturer and marketer of consumer and professional products with about 8,800 employees worldwide and fiscal year 2020 sales of $6.7 billion. Clorox markets some of the most trusted and recognized consumer brand names, including its namesake bleach and cleaning products; Pine-Sol^® cleaners; Liquid-Plumr^® clog removers; Poett^® home care products; Fresh Step^® cat litter; Glad^® bags and wraps; Kingsford^® charcoal; Hidden Valley^® dressings and sauces; Brita^® water-filtration products; Burt's Bees^® natural personal care products; and RenewLife^®, Rainbow Light^®, Natural Vitality Calm™, NeoCell^® and Stop Aging Now^® vitamins, minerals and supplements. The company also markets industry-leading products and technologies for professional customers, including those sold under the CloroxPro™ and Clorox Healthcare^® brand names. More than 80% of the company’s sales are generated from brands that hold the No. 1 or No. 2 market share positions in their categories.

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Clorox is a signatory of the United Nations Global Compact and the Ellen MacArthur Foundation’s New Plastics Economy Global Commitment. The company has been broadly recognized for its corporate responsibility efforts, listed No. 1 on the 2020 Axios Harris Poll 100 reputation rankings and included on the Barron’s 2020 100 Most Sustainable Companies list and the Human Rights Campaign’s 2020 Corporate Equality Index, among others. In support of its communities, The Clorox Company and its foundations contributed more than $25 million in combined cash grants, product donations and cause marketing in fiscal year 2020. For more information, visit TheCloroxCompany.com, including the Good Growth blog, and follow the company on Twitter at @CloroxCo.

Media Relations

Aileen Zerrudo aileen.zerrudo@clorox.com
Naomi Greer naomi.greer@clorox.com

Investor Relations

Lisah Burhan lisah.burhan@clorox.com
Scott Saul scott.saul@clorox.com

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Cover	Nov. 18, 2020
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Nov. 18, 2020
Entity File Number	1-07151
Entity Registrant Name	CLOROX CO /DE/
Entity Central Index Key	0000021076
Entity Tax Identification Number	31-0595760
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1221 Broadway
Entity Address, City or Town	Oakland
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94612-1888
City Area Code	510
Local Phone Number	271-7000
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Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock - $1.00 par value
Trading Symbol	CLX
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Information, Former Legal or Registered Name	Not applicable