UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
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Item 5.07. |
Submission of Matters to a Vote of Security Holders. |
(a) PJT Partners Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting") on June 20, 2024.
(b) The Company’s stockholders considered four proposals, each of which is described in the Company's Definitive Proxy Statement on Schedule 14A (File No. 001-36869), filed with the Securities and Exchange Commission on April 29, 2024. The final voting results for each matter submitted to a vote of stockholders at the Annual Meeting were as follows:
Proposal 1. To elect the following Directors to the Board of Directors of the Company:
Nominee |
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FOR |
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WITHHOLD |
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BROKER NON-VOTES |
James Costos |
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24,142,630 |
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4,182,915 |
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4,012,236 |
Grace R. Skaugen |
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27,240,850 |
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1,084,695 |
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4,012,236 |
Kenneth C. Whitney |
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27,127,696 |
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1,197,849 |
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4,012,236 |
Proposal 2. To approve, on an advisory basis, the compensation of our Named Executive Officers:
FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON-VOTES |
28,147,448 |
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5,125,133 |
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21,911 |
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4,012,236 |
Proposal 3. To approve, on an advisory basis, the frequency (every one, two or three years) of advisory votes to approve the compensation of our Named Executive Officers:
ONE YEAR |
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TWO YEARS |
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THREE YEARS |
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ABSTAIN |
33,066,533 |
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34,566 |
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182,380 |
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11,013 |
Proposal 4. To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024:
FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON-VOTES |
36,656,528 |
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613,323 |
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36,877 |
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N/A |
(c) Not applicable
(d) As disclosed above, a majority of the votes cast voted, in a non-binding vote, in favor of having a stockholder vote to approve the compensation of the Company's Named Executive Officers every year. In light of such vote, and consistent with the Company's recommendation, the Company's Board of Directors determined that it currently intends to include an advisory vote to approve the compensation of the Company's Named Executive Officers every year until the next required vote on the frequency of stockholder votes on the compensation of the Company's Named Executive Officers.
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.
PJT Partners Inc. |
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By: |
/s/ David K.F. Gillis |
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Name: David K.F. Gillis |
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Title: Managing Director, Corporate Secretary |
Date: June 20, 2024