8-K
1
mmcagmresultsform8-k1.htm
FORM 8-K 5-24-2021
Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported)
May 20, 2021
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:
☐
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 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
☐
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 20, 2021. Represented at the meeting were 461,810,532 shares, or 90.64%, of the Company’s 509,481,765 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 2022 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
424,277,716
8,826,073
346,351
28,360,392
Oscar Fanjul
417,416,861
15,688,705
344,574
28,360,392
Daniel S. Glaser
429,460,680
3,772,532
216,928
28,360,392
H. Edward Hanway
417,560,212
15,571,950
317,978
28,360,392
Deborah C. Hopkins
426,526,298
6,671,024
252,818
28,360,392
Tamara Ingram
431,106,921
1,982,449
360,770
28,360,392
Jane H. Lute
430,866,354
2,327,469
256,317
28,360,392
Steven A. Mills
419,707,158
13,477,506
265,476
28,360,392
Bruce P. Nolop
408,688,198
24,344,289
417,653
28,360,392
Marc D. Oken
424,498,932
8,642,403
308,805
28,360,392
Morton O. Schapiro
410,174,798
22,925,138
350,204
28,360,392
Lloyd M. Yates
424,707,928
8,474,913
267,299
28,360,392
R. David Yost
423,410,739
9,701,123
338,278
28,360,392
2. The Company’s stockholders approved, by nonbinding vote, the compensation of the Company's named executive officers, as disclosed in the Company’s 2021 Proxy Statement, with the following vote:
Number of Shares Voted For
Number of Shares Voted Against
Number of Shares Abstained
Broker
Non-Votes
411,633,809
21,033,240
783,091
28,360,392
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, 2021, with
the following vote:
2
Number of Shares Voted For
Number of Shares Voted Against
Number of Shares Abstained
Broker
Non-Votes
442,231,159
19,275,751
303,622
N/A
3
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.
MARSH & McLENNAN COMPANIES, INC.
By:
/s/ Katherine J. Brennan
Name:
Katherine J. Brennan
Title:
Deputy General Counsel, Corporate Secretary & Chief Compliance Officer