Date of Report (Date of earliest event reported): January 28, 2022
UGI Corporation
(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania
1-11071
23-2668356
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
460 North Gulph Road, King of Prussia, PA19406
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 610337-1000
Not Applicable
Former Name or Former Address, if Changed Since Last Report
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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 Symbol(s)
Name of each exchange on which registered
Common Stock, without par value
UGI
New York Stock Exchange
Corporate Units
UGIC
New York Stock 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
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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 January 28, 2022, UGI Corporation (the “Company”) held its Annual Meeting of Shareholders. The shareholders (i) elected all eleven nominees to the Board of Directors, (ii) adopted a resolution approving the Company’s executive compensation, and (iii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2022.
1.The table below sets forth (i) the number of votes cast for each director nominee, (ii) the number of votes cast against each director nominee, (iii) the number of abstentions for each director nominee, and (iv) the number of broker non-votes for each director nominee.
DIRECTOR NOMINEES
FOR
AGAINST
ABSTENTIONS
BROKER NON-VOTES
M. Shawn Bort
156,850,232
10,548,772
455,952
17,808,456
Theodore A. Dosch
166,629,201
772,036
453,719
17,808,456
Alan N. Harris
166,398,133
1,003,551
453,272
17,808,456
Frank S. Hermance
162,662,343
4,724,705
467,908
17,808,456
Mario Longhi
165,823,207
1,571,597
460,152
17,808,456
William J. Marrazzo
165,293,666
2,085,190
476,100
17,808,456
Cindy J. Miller
166,338,955
1,076,110
439,891
17,808,456
Roger Perreault
166,294,513
1,090,286
470,157
17,808,456
Kelly A. Romano
166,104,537
1,305,265
445,154
17,808,456
James B. Stallings, Jr.
164,422,228
3,096,483
336,245
17,808,456
John L. Walsh
158,471,403
8,997,240
386,313
17,808,456
2.The number of votes cast for and against, the number of abstentions and the number of broker non-votes for the advisory vote on the resolution to approve the Company’s executive compensation is as follows:
FOR
AGAINST
ABSTENTIONS
BROKER NON-VOTES
158,508,542
8,470,222
876,192
17,808,456
3.The number of votes cast for and against, the number of abstentions and the number of broker non-votes for the ratification of the appointment of Ernst & Young LLP is as follows:
FOR
AGAINST
ABSTENTIONS
BROKER NON-VOTES
184,101,221
1,058,181
504,010
0
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.
