UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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ITEM 5.07 Submission of Matters to a Vote of Security Holders
On May 27, 2022, Southern Copper Corporation, (the “Corporation”) held its 2022 Annual Meeting of Stockholders. The total outstanding voting securities eligible to vote were 773,090,069 shares of Common Stock. 746,492,429 shares, constituting approximately 96.56% of the total outstanding shares eligible to vote at the meeting, were voted. The stockholders were asked to take the following actions:
| 1. | To elect our nine directors, who will serve until the 2023 annual meeting. |
| 2. | To approve an amendment to the Company’s Directors' Stock Award Plan to extend the term of the plan for five years. |
| 3. | To ratify the selection by the Audit Committee of the Board of Directors of Galaz,Yamazaki, Ruiz Urquiza S.C., a member firm of Deloitte Touche Tohmatsu Limited, as our independent accountants for calendar year 2022. |
| 4. | To approve, by non-binding advisory vote, our executive compensation. |
| 5. | To vote on a shareholder proposal as described in the Proxy Statement dated April 14, 2022, if properly presented at the meeting. |
PROPOSAL 1 — ELECTION OF DIRECTORS
The results of the vote were as follows:
| Number of Shares | ||||||||||||
| Name | For | Withheld | Broker Non-Votes | |||||||||
| Germán Larrea Mota-Velasco | 699,267,850 | 32,448,405 | 14,776,173 | |||||||||
| Oscar González Rocha | 699,556,369 | 32,159,886 | 14,776,173 | |||||||||
| Vicente Ariztegui Andreve | 728,943,020 | 2,773,235 | 14,776,173 | |||||||||
| Enrique Castillo Sánchez Mejorada | 724,917,231 | 6,799,024 | 14,776,173 | |||||||||
| Leonardo Contreras Lerdo de Tejada | 720,452,608 | 11,263,648 | 14,776,173 | |||||||||
| Xavier García de Quevedo Topete | 697,472,322 | 34,243,933 | 14,776,173 | |||||||||
| Luis Miguel Palomino Bonilla | 700,109,222 | 31,607,033 | 14,776,173 | |||||||||
| Gilberto Perezalonso Cifuentes | 727,692,739 | 4,023,516 | 14,776,173 | |||||||||
| Carlos Ruiz Sacristán | 700,151,778 | 31,560,190 | 14,776,173 | |||||||||
PROPOSAL 2 – APPROVAL OF THE AMENDMENT TO THE COMPANY’S DIRECTORS’ STOCK AWARD PLAN TO EXTEND THE TERM OF THE PLAN FOR FIVE YEARS
The results of the vote were as follows:
| Number of Votes (1 vote per share) | ||||||||||||||
| In Favor | Against | Abstain | Broker Non-Votes | |||||||||||
| 729,632,094 | 1,521,921 | 562,240 | 14,776,173 | |||||||||||
PROPOSAL 3 — APPROVAL OF THE APPOINTMENT OF THE CORPORATION’S INDEPENDENT PUBLIC ACCOUNTANTS
The results of the vote were as follows:
| Number of Votes (1 vote per share) | ||||||||||||||
| In Favor | Against | Abstain | Broker Non-Votes | |||||||||||
| 743,530,774 | 2,640,495 | 321,158 | 0 | |||||||||||
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PROPOSAL 4 — APPROVAL, BY NON-BINDING VOTE, OF THE CORPORATION’S EXECUTIVE COMPENSATION
The results of the vote were as follows:
| Number of Votes (1 vote per share) | ||||||||||||||
| In Favor | Against | Abstain | Broker Non-Votes | |||||||||||
| 723,496,660 | 7,664,236 | 555,359 | 14,776,173 | |||||||||||
PROPOSAL 5 —VOTE ON A SHAREHOLDER PROPOSAL AS DESCRIBED IN THE PROXY STATEMENT DATED APRIL 14, 2022 IF PROPERLY PRESENTED AT THE MEETING
| Number of Votes (1 vote per share) | ||||||||||||||
| In Favor | Against | Abstain | Broker Non-Votes | |||||||||||
| 33,546,139 | 697,579,457 | 590,659 | 14,776,173 | |||||||||||
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits:
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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INDEX TO EXHIBITS
| Exhibits | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SOUTHERN COPPER CORPORATION | ||
| By: | /s/ Andres C. Ferrero | |
| Name: | Andres C. Ferrero | |
| Title: | General Counsel | |
Date: May 31, 2022
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