UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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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):
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of exchange | ||
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 |
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. |
The 2022 Annual Meeting of the Company was held on Thursday, April 21, 2022 as a virtual meeting and shareholders were able to participate in the 2022 Annual Meeting and vote via live webcast, and submit questions prior to the meeting. 51,829,795 shares, of the 58,624,726 shares that were outstanding and entitled to vote (88.4%), were represented in person or by proxy, constituting a quorum.
The final results of voting on each of the matters submitted for a vote of security holders at the 2022 Annual Meeting are as follows:
Proposal 1 - Shareholders elected ten directors, each to hold office until the 2023 Annual Meeting of Shareholders or until their successors are duly elected and qualified, as set forth below.
| Name |
Votes For | Votes Withheld |
Broker Non-Votes |
|||||||||
| Brian D. Chambers |
47,184,362 | 121,453 | 4,523,980 | |||||||||
| Curtis E. Espeland |
46,915,658 | 390,157 | 4,523,980 | |||||||||
| Patrick P. Goris |
46,375,841 | 929,974 | 4,523,980 | |||||||||
| Michael F. Hilton |
46,248,061 | 1,057,754 | 4,523,980 | |||||||||
| Kathryn Jo Lincoln |
46,198,935 | 1,106,880 | 4,523,980 | |||||||||
| Christopher L. Mapes |
45,720,873 | 1,584,942 | 4,523,980 | |||||||||
| Phillip J. Mason |
47,135,259 | 170,556 | 4,523,980 | |||||||||
| Ben P. Patel |
46,369,519 | 936,296 | 4,523,980 | |||||||||
| Hellene S. Runtagh |
43,537,502 | 3,768,313 | 4,523,980 | |||||||||
| Kellye L. Walker |
46,359,192 | 946,623 | 4,523,980 | |||||||||
Proposal 2 - Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2022, as set forth below.
| Votes For |
Votes Against | Abstentions | Broker Non-Votes | |||
| 50,904,789 | 865,812 | 59,194 | 0 |
Proposal 3 - Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as set forth below.
| Votes For |
Votes Against | Abstentions | Broker Non-Votes | |||
| 44,670,114 | 2,413,788 | 221,913 | 4,523,980 |
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.
| LINCOLN ELECTRIC HOLDINGS, INC. | ||||||
| Date: April 25, 2022 | By: | /s/ Jennifer I. Ansberry | ||||
| Jennifer I. Ansberry, Executive Vice President, General Counsel & Secretary | ||||||