Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 4, 2022
Service Corporation International
(Exact name of registrant as specified in its charter)
Texas
1-6402-1
74-1488375
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
1929 Allen Parkway
Houston
Texas
77019
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code
(713)
522-5141
(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:
☐
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 240.13a-4(c))
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.☐
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 ($1 par value)
SCI
New York Stock Exchange
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 4, 2022, Service Corporation International held an annual meeting of shareholders and the shareholders voted on three proposals as set forth below.
Proposal 1: Election of Directors
The shareholders cast their votes as follows and elected ten directors.
Nominee
Votes For
Votes Against/Withheld
Broker Non-Votes
Alan R. Buckwalter
119,118,288
18,714,600
8,977,018
Anthony L. Coelho
117,853,205
19,979,683
8,977,018
Jakki L. Haussler
136,996,069
836,819
8,977,018
Victor L. Lund
118,630,440
19,202,448
8,977,018
Ellen Ochoa
125,385,038
12,447,850
8,977,018
Thomas L. Ryan
127,286,513
10,546,375
8,977,018
C. Park Shaper
136,702,612
1,130,276
8,977,018
Sara Martinez Tucker
135,023,185
2,809,703
8,977,018
W. Blair Waltrip
134,350,527
3,482,361
8,977,018
Marcus A. Watts
119,328,209
18,504,679
8,977,018
Proposal 2: Approval of the Selection of PricewaterhouseCoopers LLP as the Company's Registered Public Accounting Firm for Fiscal 2021
The shareholders approved the proposal by casting their votes as follows.
Votes For
Votes Against
Abstentions
Broker Non-Votes
132,482,761
14,176,228
150,917
-0-
Proposal 3: Advisory Vote to Approve Named Executive Officer Compensation
The shareholders approved the proposal by casting their votes as follows.
Votes For
Votes Against
Abstentions
Broker Non-Votes
119,268,765
18,177,950
386,173
8,977,018
Item 7.01 Regulation FD Disclosure
On May 4, 2022, the Board of Directors declared a quarterly cash dividend of twenty-five cents per share of common stock.
On May 4, 2022, Service Corporation International issued a press release announcing an increase in its share repurchase program authorizing the investment of approximately an additional $394 million, thereby increasing the total amount authorized and available for future share repurchases to $600 million.
The attached Exhibit 99.1 is not filed, but is furnished to comply with Regulation FD. The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are included with this report
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.
