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)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of principal executive offices) | ||||
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K 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 |
Name of each 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. |
On March 16, 2022, The Cooper Companies, Inc. (“Cooper”) held its Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in Cooper’s definitive Proxy Statement filed with the Securities and Exchange Commission (“SEC”) on January 28, 2022. Votes were cast by the stockholders as set forth below.
Proposal 1 – Election of Directors
The following individuals were elected to serve as directors of Cooper until the 2023 Annual Meeting of Stockholders and until their successors have been duly elected and qualified.
| Nominee |
For | Against | Abstain | Broker Non-Vote |
||||||||||||
| Colleen E. Jay |
42,652,849 | 1,355,807 | 41,951 | 1,355,727 | ||||||||||||
| William A. Kozy |
43,067,080 | 941,184 | 42,343 | 1,355,727 | ||||||||||||
| Jody S. Lindell |
41,570,208 | 2,436,332 | 44,067 | 1,355,727 | ||||||||||||
| Teresa S. Madden |
43,108,576 | 899,909 | 42,122 | 1,355,727 | ||||||||||||
| Gary S. Petersmeyer |
43,250,268 | 757,927 | 42,412 | 1,355,727 | ||||||||||||
| Maria Rivas, M.D. |
43,721,931 | 286,660 | 42,016 | 1,355,727 | ||||||||||||
| Robert S. Weiss |
42,124,432 | 1,710,927 | 215,248 | 1,355,727 | ||||||||||||
| Albert G. White III |
43,542,863 | 466,152 | 41,592 | 1,355,727 | ||||||||||||
Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
The appointment of KPMG LLP to serve as Cooper’s independent registered public accounting firm for the fiscal year ending October 31, 2022 was ratified.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 41,479,156 | 3,887,954 | 39,224 | — |
Proposal 3 – Advisory Vote on Executive Compensation
The stockholders adopted, on an advisory basis, a resolution approving the compensation of Cooper’s Named Executive Officers as presented in the Proxy Statement.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 39,955,258 | 4,050,984 | 44,365 | 1,355,727 |
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.
| THE COOPER COMPANIES, INC. | ||
| By: | /s/ Cynthia M. Wallace | |
| Cynthia M. Wallace | ||
| Assistant Secretary | ||
Dated: March 18, 2022
Document and Entity Information |
Mar. 16, 2022 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | COOPER COMPANIES, INC. |
| Amendment Flag | false |
| Entity Central Index Key | 0000711404 |
| Document Type | 8-K |
| Document Period End Date | Mar. 16, 2022 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 1-8597 |
| Entity Tax Identification Number | 94-2657368 |
| Entity Address, Address Line One | 6101 Bollinger Canyon Road |
| Entity Address, Address Line Two | Suite 500 |
| Entity Address, City or Town | San Ramon |
| Entity Address, State or Province | CA |
| Entity Address, Postal Zip Code | 94583 |
| City Area Code | (925) |
| Local Phone Number | 460-3600 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, $.10 par value |
| Trading Symbol | COO |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |