Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 7, 2021
RYDER SYSTEM, INC.
(Exact name of registrant as specified in its charter)
Florida
1-4364
59-0739250
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
11690 NW 105th Street
33178
Miami,
Florida
(Zip Code)
(Address of principal executive offices)
Registrant’s telephone number, including area code: (305) 500-3726
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 (see General Instruction A.2. below):
☐
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(s)
Name of each exchange on which registered
Common Stock
R
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.
At the Annual Meeting of Shareholders held on May 7, 2021, our shareholders voted as indicated below on the following proposals. All proposals other than Proposal 5 passed and each director nominee was re-elected.
1.Election of eleven directors for a one-year term of office expiring at the 2021 Annual Meeting.
Nominees
For
Against
Abstain
Broker Non-Votes
Robert J. Eck
42,998,121
1,591,304
52,729
3,860,034
Robert A. Hagemann
44,526,685
63,253
52,216
3,860,034
Michael F. Hilton
43,197,192
1,391,188
53,774
3,860,034
Tamara L. Lundgren
43,972,411
620,014
49,729
3,860,034
Luis P. Nieto
42,091,625
2,498,666
51,863
3,860,034
David G. Nord
44,528,732
59,794
53,628
3,860,034
Robert E. Sanchez
42,305,427
2,231,920
104,807
3,860,034
Abbie J. Smith
42,343,541
2,250,450
48,163
3,860,034
E. Follin Smith
41,362,008
3,224,752
55,394
3,860,034
Dmitri L. Stockton
43,497,034
1,088,111
57,009
3,860,034
Hansel E. Tookes, II
42,532,182
2,054,856
55,116
3,860,034
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered certified public accounting firm for the 2020 fiscal year.
For
Against
Abstain
Broker Non-Votes
47,200,268
1,246,365
55,555
3,860,034
3. Approval, on an advisory basis, of the compensation of the Company’s named executive officers.
For
Against
Abstain
Broker Non-Votes
40,655,837
2,402,472
1,583,845
3,860,034
4. Approval of the Amended and Restated Stock Purchase Plan for Employees.
For
Against
Abstain
Broker Non-Votes
40,544,299
4,002,935
94,920
3,860,034
5. Vote on a shareholder proposal on shareholder approval of bylaw amendments.
For
Against
Abstain
Broker Non-Votes
14,545,696
29,961,916
134,542
3,860,034
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.