ITEM 5.07 Submission of Matters to a Vote of Security Holders.
Pentair plc (the "Company") held its 2023 annual general meeting of shareholders onMay 9, 2023 . There were 164,940,204 ordinary shares issued and outstanding at the close of business onMarch 10, 2023 and entitled to vote at the annual general meeting. A total of 147,359,168 ordinary shares (89.34%) were represented at the annual general meeting.
The items voted upon at the annual general meeting and the results of the vote on each proposal were as follows:
Proposal 1. - Re-Elect Director Nominees
To re-elect nine director nominees for one-year terms expiring at the 2024 annual general meeting of shareholders. Each nominee for director was re-elected by a vote of the shareholders as follows:
Nominees Votes For
Votes Against Abstentions Broker Non-Votes
Mona Abutaleb Stephenson 138,274,392 943,599 121,427 8,019,750 Melissa Barra 138,273,849 945,597 119,972 8,019,750 T. Michael Glenn 117,905,975 21,312,071 121,372 8,019,750 Theodore L. Harris 133,015,836 6,198,860 124,722 8,019,750 David A. Jones 127,677,884 11,528,677 132,857 8,019,750 Gregory E. Knight 137,637,235 1,581,064 121,119 8,019,750 Michael T. Speetzen 137,640,830 1,576,006 122,582 8,019,750 John L. Stauch 137,246,658 1,970,905 121,855 8,019,750 Billie I. Williamson 131,701,465 7,511,943 126,010 8,019,750
Proposal 2. - Approve, by Nonbinding, Advisory Vote, the Compensation of the Named Executive Officers
To approve, by nonbinding, advisory vote, the compensation of the Company's named executive officers. The compensation of the Company's named executive officers was approved by a nonbinding, advisory vote of the shareholders as follows:
Votes For Votes Against Abstentions Broker Non-Votes 126,701,264 12,396,835 241,319 8,019,750
Proposal 3. - Approve, by Nonbinding, Advisory Vote, the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers
To recommend, by nonbinding, advisory vote, the frequency of future advisory votes on the compensation of the Company's named executive officers. The frequency of every 1 year (annual) for future advisory votes on the compensation of the Company's named executive officers was recommended, by non-binding, advisory vote, by shareholders as follows: 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 135,259,774 61,692 3,879,210 138,742 8,019,750 In light of the results of this vote and other factors, the board of directors of the Company, approved including a non-binding, advisory vote on the compensation of the Company's named executive officers in the Company's proxy materials every year until the next time the Company must include in its proxy materials a non-binding, advisory vote on the frequency of future votes on the compensation of the Company's named executive officers, which would be at the Company's 2029 annual general meeting of shareholders.
Proposal 4. - Ratify, by Nonbinding, Advisory Vote, the Appointment of
To ratify, by nonbinding, advisory vote, the appointment ofDeloitte & Touche LLP as the Company's independent auditor for the year endingDecember 31, 2023 and to authorize, by binding vote, theAudit and Finance Committee of the Board of Directors to set the independent auditor's remuneration. The proposal was approved by a vote of the shareholders as follows: -------------------------------------------------------------------------------- Votes For Votes Against Abstentions 137,432,892 9,782,946 143,330
Proposal 5. - Authorize the Board of Directors to Allot New Shares Under
To authorize the Board of Directors to allot new shares under Irish law. The proposal was approved by a vote of the shareholders as follows:
Votes For Votes Against Abstentions 146,135,708 1,027,195 196,265
Proposal 6. - Authorize the Board of Directors to Opt-Out of Statutory
Preemption Rights Under
To authorize the Board of Directors to opt-out of statutory preemption rights under Irish law. The proposal was approved by a vote of the shareholders as follows:
Votes For Votes Against Abstentions 123,941,356 23,132,640 285,172
Proposal 7. - Authorize the Price Range at Which the Company Can Re-Allot Shares
It Holds as Treasury Shares Under
To authorize the price range at which the Company can re-allot shares it holds as treasury shares under Irish law. The proposal was approved by a vote of the shareholders as follows: Votes For Votes Against Abstentions 146,169,782 674,094 515,292
--------------------------------------------------------------------------------
© Edgar Online, source