UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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 total of 57,194,888 shares were present or represented by proxy at the annual meeting of stockholders of Waters Corporation (the “Company”) on May 12, 2020, representing approximately 92.3% of all shares entitled to vote. The final results of voting on each of the matters submitted to a vote of stockholders during the annual meeting are as follows:
PROPOSAL 1. ELECTION OF DIRECTORS |
For |
Against |
Abstain |
Broker Non-Votes |
||||||||||||
Election of Directors: |
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Linda Baddour |
54,962,250 |
365,429 |
34,390 |
1,832,819 |
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Michael J. Berendt, Ph.D. |
53,497,468 |
1,829,259 |
35,342 |
1,832,819 |
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Edward Conard |
53,483,953 |
1,842,204 |
35,912 |
1,832,819 |
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Laurie H. Glimcher, M.D. |
53,357,681 |
1,971,938 |
32,450 |
1,832,819 |
||||||||||||
Gary E. Hendrickson |
54,847,689 |
479,096 |
35,284 |
1,832,819 |
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Christopher A. Kuebler |
52,955,082 |
2,371,864 |
35,123 |
1,832,819 |
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Christopher J. O’Connell |
54,293,600 |
1,032,414 |
36,055 |
1,832,819 |
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Flemming Ornskov, M.D., M.P.H. |
51,165,623 |
3,976,850 |
219,596 |
1,832,819 |
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JoAnn A. Reed |
53,300,862 |
2,027,982 |
33,225 |
1,832,819 |
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Thomas P. Salice |
49,948,718 |
5,378,542 |
34,809 |
1,832,819 |
In accordance with the Company’s Amended and Restated Bylaws and pursuant to the foregoing vote, each of the nominated directors was re-elected to the Company’s Board of Directors.
PROPOSAL 2. RATIFICATION OF SELECTION OF INDEPENDENT |
For |
Against |
Abstain |
Broker Non-Votes |
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54,687,425 |
2,478,647 |
28,816 |
— |
Pursuant to the foregoing vote, the ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020, was approved.
PROPOSAL 3. NON-BINDING VOTE ON EXECUTIVE COMPENSATION |
For |
Against |
Abstain |
Broker Non-Votes |
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47,745,198 |
7,553,635 |
63,236 |
1,832,819 |
Pursuant to the foregoing vote, the stockholders adopted a non-binding advisory resolution indicating their approval of the compensation paid to the Company’s named executive officers.
PROPOSAL 4. APPROVAL OF THE 2020 EQUITY INCENTIVE PLAN |
For |
Against |
Abstain |
Broker Non-Votes |
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51,805,696 |
3,527,403 |
28,970 |
1,832,819 |
Pursuant to the foregoing vote, the Waters Corporation 2020 Equity Incentive Plan was approved by the stockholders.
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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.
WATERS CORPORATION | ||
By: |
/s/ Sherry L. Buck | |
Name: |
Sherry L. Buck | |
Title: |
Senior Vice President and Chief Financial Officer |
Dated: May 13, 2020
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