INVESCO LTD. Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual General Meeting ofInvesco Ltd. (the "Company") was held onMay 12, 2022 . Proxies for the Annual General Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, and there was no solicitation in opposition to the Board of Directors' solicitations. At this meeting, the shareholders were requested to: (1) elect eleven members of the Board of Directors, (2) approve, on an advisory (non-binding) basis, the compensation of the Company's named executive officers as disclosed in the proxy statement, (3) approve the amendment and restatement of Company's 2012 Employee Stock Purchase Plan (the "Plan") to increase the number of shares available under the Plan and (4) appoint the independent registered public accounting firm for the fiscal year endingDecember 31, 2022 , all of which were described in the proxy statement.
The following actions were taken by the Company's shareholders with respect to each of the foregoing items:
1. Election of a Board of Directors. All the nominees for director were elected.
With respect to each nominee, the total number of broker non-votes was
39,545,075. The table below sets forth the voting results for each director.
Name of Nominee Votes Cast "For" Votes Cast Abstentions
"Against"
Sarah E. Beshar 345,899,163 14,519,777 264,284
Thomas M. Finke 350,929,112 9,529,562 224,550
Martin L. Flanagan 355,881,948 4,468,246 333,030
William F. Glavin, Jr. 350,374,770 10,108,744 199,710
C. Robert Henrikson 336,712,478 23,742,058 228,688
Denis Kessler 348,051,392 12,364,376 267,456
Sir Nigel Sheinwald 350,748,902 9,606,609 327,713
Paula C. Tolliver 353,618,538 6,860,069 204,617
G. Richard Wagoner, Jr. 349,793,664 10,674,425 215,135
Christopher C. Womack 355,142,266 4,724,472 816,486
Phoebe A. Wood 344,298,891 16,186,390 197,943
2. Advisory vote on executive compensation. The Company's shareholders approved,
on an advisory, non-binding basis, the compensation of the Company's named
executive officers. The total number of broker non-votes was 39,545,075. The
table below sets forth the voting results.
Votes Cast "For" Votes Cast "Against" Abstentions
341,549,806 18,465,895 667,523
3. Approval of the amendment and restatement of the Plan. The proposal was approved by the shareholders. The total number of broker non-votes was 39,545,075. The table below sets forth the voting results.
Votes Cast "For" Votes Cast "Against" Abstentions
290,095,702 70,096,490 491,032
4. Appointment of PricewaterhouseCoopers LLP as the Company's independent
registered public accounting firm for the fiscal year ending December 31, 2022 .
The proposal was approved by the shareholders, and the voting results were as
follows. There were no broker non-votes.
Votes Cast "For" Votes Cast "Against" Abstentions
397,146,464 2,568,341 513,494
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. Description 104 Cover Page Interactive
Data File (embedded within the Inline XBRL
document)
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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.
Invesco Ltd. By: /s/Robert H. Rigsby Robert H. Rigsby Head of Legal - Corporate and Alternatives and Assistant
Secretary
Date:
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