Date of Report (Date of earliest event reported): April 26, 2021
____________________________________
RAYTHEON TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
____________________________________
Delaware
001-00812
06-0570975
(State of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
870 Winter Street,
Waltham,
Massachusetts
02451
(Address of principal executive offices, including zip code)
(781)
522-3000
(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 (see General Instruction A.2.below):
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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))
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)
RTX
New York Stock Exchange
(CUSIP 75513E 101)
2.150% Notes due 2030
RTX 30
New York Stock Exchange
(CUSIP 75513E AB7)
Section 5 - Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
Raytheon Technologies Corporation (“RTC” or “Company”) held its 2021 Annual Meeting of Shareowners on April 26, 2021. As of March 2, 2021, the record date for the meeting, 1,516,032,927 shares of RTC common stock were issued and outstanding. A quorum of 1,332,203,992 shares of common stock was present or represented at the meeting.
Set forth below are the final voting results for each of the matters submitted to a vote of the shareowners. For more information about the proposals set forth below, please see the Raytheon Technologies Corporation definitive proxy statement filed with the Securities and Exchange Commission on March 12, 2021.
1)Election of Directors. The following individuals were elected to serve as directors for a term expiring at the 2022 Annual Meeting of Shareowners or upon the election and qualification of their successors. The voting results for each of the nominees are as follows:
Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
Tracy A. Atkinson
1,095,843,353
68,085,231
3,274,340
165,001,068
Gregory J. Hayes
1,138,403,056
25,968,928
2,830,940
165,001,068
Thomas A. Kennedy
1,114,950,992
49,449,980
2,801,952
165,001,068
Marshall O. Larsen
1,128,740,131
35,047,713
3,415,080
165,001,068
George R. Oliver
1,122,456,923
41,237,160
3,508,841
165,001,068
Robert K. Ortberg
1,131,889,142
31,926,258
3,387,524
165,001,068
Margaret L. O’Sullivan
1,130,203,986
33,053,430
3,945,508
165,001,068
Dinesh C. Paliwal
1,102,190,822
61,645,656
3,366,446
165,001,068
Ellen M. Pawlikowski
1,131,673,100
32,390,661
3,139,163
165,001,068
Denise L. Ramos
1,105,715,287
58,364,816
3,122,821
165,001,068
Fredric G. Reynolds
1,083,587,357
80,099,868
3,515,699
165,001,068
Brian C. Rogers
1,112,832,220
50,949,443
3,421,261
165,001,068
James A. Winnefeld, Jr.
1,112,515,309
51,263,532
3,424,083
165,001,068
Robert O. Work
860,750,521
302,122,712
4,329,691
165,001,068
2) A proposal that shareowners approve, on an advisory basis, the compensation of RTC’s named executive officers. The proposal was approved, and the voting results are as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
1,066,252,781
96,032,765
4,917,378
165,001,068
3) A proposal to appoint PricewaterhouseCoopers LLP, a firm of independent registered public accountants, to serve as RTC’s Independent Auditor for 2021 until the next Annual Meeting in 2022. The proposal was approved, and the voting results are as follows:
Votes For
Votes Against
Abstentions
1,272,801,966
56,737,442
2,664,584
4) A proposal to approve the RTC Executive Annual Incentive Plan. The proposal was approved, and the voting results are as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
1,115,561,940
46,698,364
4,942,620
165,001,068
5) A proposal to approve an amendment to the RTC 2018 Long-term Incentive Plan. The proposal was approved, and the voting results are as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
1,111,291,736
50,779,436
5,131,752
165,001,068
6) A shareowner proposal to amend the Proxy Access Bylaw. The proposal was not approved, and the voting results are as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
358,892,257
799,319,584
8,991,083
165,001,068
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.