Date of Report (Date of earliest event reported): May 4, 2022
S&P Global Inc.
(Exact Name of Registrant as specified in its charter)
New York
1-1023
13-1026995
(State or other jurisdiction of incorporation or organization)
(Commission File No.)
(IRS Employer Identification No.)
55 Water Street, New York, New York10041
(Address of Principal Executive Offices) (Zip Code)
(212) 438-1000
(Registrant’s telephone number, including area code)
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 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of Exchange on which registered
Common stock (par value $1.00 per share)
SPGI
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 ☐
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
a.The Company held its Annual Meeting of Shareholders on May 4, 2022.
b.The following is a summary of the voting results for each matter presented to shareholders at the Annual Meeting.
Proposal 1: Election of Directors
The Company’s shareholders elected the persons nominated as Directors of the Company as set forth below:
Nominees
For
Against
Abstain
Broker Non-Votes
Marco Alverà
267,171,082
6,985,527
1,412,881
24,761,392
Jacques Esculier
271,261,703
3,484,641
823,146
24,761,392
Gay Huey Evans
274,437,454
388,760
743,277
24,761,392
William D. Green
260,807,497
13,356,232
1,405,762
24,761,392
Stephanie C. Hill
273,790,718
1,055,565
723,208
24,761,392
Rebecca Jacoby
270,489,788
3,676,533
1,403,169
24,761,392
Robert P. Kelly
270,992,256
3,832,348
744,887
24,761,392
Ian P. Livingston
270,433,275
4,306,028
830,188
24,761,392
Deborah D. McWhinney
274,495,538
339,674
734,279
24,761,392
Maria R. Morris
272,421,537
2,407,704
740,249
24,761,392
Douglas L. Peterson
271,262,892
3,555,618
750,981
24,761,392
Edward B. Rust, Jr.
259,003,419
15,131,169
1,434,903
24,761,392
Richard E. Thornburgh
264,227,827
9,997,220
1,344,443
24,761,392
Gregory Washington
274,012,832
812,965
743,694
24,761,392
Proposal 2: Proposal to approve, on an advisory basis, the executive compensation program for the Company’s named executive officers:
For
Against
Abstain
Broker Non-Votes
261,422,458
12,552,991
1,594,041
24,761,392
Proposal 3: Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent Registered Public Accounting Firm for 2021:
For
Against
Abstain
279,653,727
19,949,524
727,632
c.Not applicable.
d.Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 8-K Report to be signed on its behalf by the undersigned hereunto duly authorized.