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

April 27, 2023
(Date of Report/Date of earliest event reported)

SENSIENT TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)

Wisconsin
1-7626
39-0561070
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5304
(Address and zip code of principal executive offices)

(414) 271-6755
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

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 each exchange on which registered
Common stock, par value $0.10 per share
SXT
New York Stock Exchange

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.

Sensient Technologies Corporation (the “Company”) held its annual meeting of shareholders on April 27, 2023.  At that meeting, the Company’s shareholders voted on four matters as follows:

Election of Directors

The following directors were each elected until the next annual meeting of shareholders and until his or her successor is elected and, if necessary, qualified:

 
Nominee
Votes
For
Votes
Against
 
Abstentions
Broker
Non-Votes
Dr. Joseph Carleone
37,367,688
524,750
32,826
1,267,817
Kathleen Da Cunha
37,815,654
80,108
29,502
1,267,817
Dr. Mario Ferruzzi
37,529,900
362,667
32,697
1,267,817
Carol R. Jackson
37,540,240
350,352
34,672
1,267,817
Sharad P. Jain
37,577,400
314,684
33,180
1,267,817
Dr. Donald W. Landry
37,425,223
464,868
35,173
1,267,817
Paul Manning
34,945,676
2,923,087
56,501
1,267,817
Deborah McKeithan-Gebhardt
37,567,962
324,642
32,660
1,267,817
Scott C. Morrison
37,433,491
461,936
29,837
1,267,817
Essie Whitelaw
37,426,752
438,999
59,513
1,267,817

Advisory Vote to Approve Named Executive Officer Compensation

The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s 2023 proxy statement, by the following votes:

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
34,529,383
 
3,325,776
 
70,105
 
1,267,817

Advisory Vote on the Frequency of Voting to Approve Named Executive Officer Compensation

The Company’s shareholders approved, on an advisory basis, holding an advisory vote on the compensation of the Company’s named executive officers every one (1) year. The votes were as follows:

1 Year
2 Years
 
3 Years
 
Abstentions
 
Broker Non-Votes
36,375,497
311,067
 
1,198,747
 
39,954
 
1,267,817

Based on the voting results of this advisory proposal, the Company will continue to include an advisory vote on named executive officer compensation in the Company’s proxy statement every one (1) year until the next required vote on the frequency of shareholder advisory votes on the compensation of named executive officers.

Ratification of Independent Auditors

The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2023 by the following votes:

Votes For
 
Votes Against
 
Abstentions
38,792,493
 
355,501
 
45,088


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.

 
SENSIENT TECHNOLOGIES
 
 
CORPORATION
 
     
 
By:
/s/ John J. Manning
 
       
 
Name:
John J. Manning
 
       
 
Title:
Senior Vice President, General
 
   
Counsel, and Secretary
 
       
 
Date:
May 3, 2023