Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported)
May 19, 2022
Marsh & McLennan Companies, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
1-5998
36-2668272
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1166 Avenue of the Americas,
New York,
NY
10036
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code
(212)
345-5000
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 exchange on which registered
Common Stock, par value $1.00 per share
MMC
New York Stock Exchange
Chicago Stock Exchange
London Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of Marsh & McLennan Companies, Inc. (the “Company”) was held on May 19, 2022. Represented at the meeting were 453,946,006 shares, or 90.3%, of the Company’s 502,706,159 shares of common stock outstanding and entitled to vote at the meeting. Set forth below are the final voting results for the actions taken by the stockholders at the meeting.
1. The Company’s stockholders elected the thirteen (13) director nominees named below to a one-year term expiring at the 2023 annual meeting or until their successors are elected and qualified, with each receiving the following votes:
Director Nominee
Number of Shares Voted For
Number of Shares Voted Against
Number of Shares Abstained
Broker Non-Votes
Anthony K. Anderson
420,767,902
5,403,368
471,194
27,303,542
Hafize Gaye Erkan
424,653,231
1,443,045
546,188
27,303,542
Oscar Fanjul
406,483,779
19,641,594
517,091
27,303,542
Daniel S. Glaser
421,175,614
5,037,797
429,053
27,303,542
H. Edward Hanway
406,857,594
19,122,276
662,594
27,303,542
Deborah C. Hopkins
410,240,726
15,730,867
670,871
27,303,542
Tamara Ingram
423,664,391
2,474,482
503,591
27,303,542
Jane H. Lute
423,485,048
2,659,037
498,379
27,303,542
Steven A. Mills
405,150,218
19,168,476
2,323,770
27,303,542
Bruce P. Nolop
403,618,179
21,276,874
1,747,411
27,303,542
Morton O. Schapiro
398,161,897
26,548,255
1,932,312
27,303,542
Lloyd M. Yates
415,004,977
11,150,413
487,074
27,303,542
R. David Yost
412,682,548
13,320,693
639,223
27,303,542
2. The Company’s stockholders approved, by nonbinding vote, the compensation of the Company's named executive officers, as disclosed in the Company’s 2022 Proxy Statement, with the following vote:
Number of Shares Voted For
Number of Shares Voted Against
Number of Shares Abstained
Broker
Non-Votes
400,876,604
24,990,693
775,167
27,303,542
3. The Company’s stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022, with
the following vote:
2
3
Number of Shares Voted For
Number of Shares Voted Against
Number of Shares Abstained
Broker
Non-Votes
428,721,378
23,451,815
1,772,813
N/A
4
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.