Current Report Filing (8-k)
February 07 2020 - 4:04PM
Edgar (US Regulatory)
EMERSON ELECTRIC CO false 0000032604 0000032604 2020-02-04 2020-02-04 0000032604 emr:CommonStockof0.50parvaluepershareMember 2020-02-04 2020-02-04 0000032604 emr:M0Member 2020-02-04 2020-02-04 0000032604 emr:A0.375Notesdue2024Member 2020-02-04 2020-02-04 0000032604 emr:A1.250Notesdue2025Member 2020-02-04 2020-02-04 0000032604 emr:A2.000Notesdue2029Member 2020-02-04 2020-02-04
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): February 4, 2020
Emerson Electric Co.
(Exact Name of Registrant as Specified in Charter)
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Missouri
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1-278
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43-0259330
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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8000 West Florissant Avenue
St. Louis, Missouri
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63136
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(314) 553-2000
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock of $0.50 par value per share
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EMR
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New York Stock Exchange
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Chicago Stock Exchange
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0.375% Notes due 2024
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EMR 24
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New York Stock Exchange
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1.250% Notes due 2025
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EMR 25A
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New York Stock Exchange
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2.000% Notes due 2029
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EMR 29
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New York Stock Exchange
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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. ☐
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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The final results for each of the matters submitted to a vote at the Company’s 2020 Annual Meeting of Shareholders held on February 4, 2020 are as follows:
Proposal 1: The four Directors named in the Proxy Statement were elected by the shareholders, by the votes set forth in the table below:
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Nominee
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For
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Withheld
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Broker Non-Votes
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M. S. Craighead
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424,090,994
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10,257,291
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90,262,188
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D. N. Farr
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407,085,773
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27,262,512
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90,262,188
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G. A. Flach
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425,272,532
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9,075,753
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90,262,188
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M. S. Levatich
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423,538,858
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10,809,427
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90,262,188
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Proposal 2: The appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal 2020 was ratified by the shareholders, by the votes set forth below:
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For
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Against
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Abstain
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504,648,619
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18,864,431
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1,097,423
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Proposal 3: The Company’s executive compensation, as described in the Proxy Statement, was approved by the non-binding advisory votes of the shareholders set forth below:
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For
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Against
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Abstain
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Broker Non-Votes
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399,930,681
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31,121,332
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3,296,272
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90,262,188
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Proposal 4: The proposal to approve an amendment to the Company’s Restated Articles of Incorporation to declassify the Board of Directors, as described in the Proxy Statement, which required the vote of 85% of outstanding shares in favor for approval, was not approved by the shareholders, by the votes set forth below:
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For
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Against
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Abstain
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Broker Non-Votes
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% of Outstanding
Shares Voting For
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424,057,935
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7,758,971
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2,531,379
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90,262,188
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69.4%
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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.
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EMERSON ELECTRIC CO.
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Date: February 7, 2020
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By:
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/s/ John A. Sperino
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John A. Sperino
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Vice President and Assistant Secretary
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