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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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
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THE HOME DEPOT, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware | | 1-8207 | | 95-3261426 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
2455 Paces Ferry Road, Atlanta, Georgia 30339
(Address of Principal Executive Offices) (Zip Code)
(770) 433-8211
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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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 (see General Instruction A.2 below):
☐ 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.05 Par Value Per Share | | HD | | 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.
The 2021 Annual Meeting of Shareholders of The Home Depot, Inc. (the “Company”) was held on May 20, 2021. Below are the final vote results from the meeting.
Proposal 1: The following nominees were elected by majority vote to serve on the Board of Directors:
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| FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTES |
Gerard J. Arpey | 746,987,590 | | 11,519,828 | | 1,336,840 | | 152,618,950 |
Ari Bousbib | 734,354,338 | | 24,052,363 | | 1,437,557 | | 152,618,950 |
Jeffery H. Boyd | 747,080,702 | | 11,453,756 | | 1,309,800 | | 152,618,950 |
Gregory D. Brenneman | 696,475,025 | | 62,029,266 | | 1,339,967 | | 152,618,950 |
J. Frank Brown | 746,909,431 | | 11,486,777 | | 1,448,050 | | 152,618,950 |
Albert P. Carey | 714,470,384 | | 43,995,396 | | 1,378,478 | | 152,618,950 |
Helena B. Foulkes | 708,517,620 | | 43,958,478 | | 7,368,160 | | 152,618,950 |
Linda R. Gooden | 755,337,965 | | 3,161,210 | | 1,345,083 | | 152,618,950 |
Wayne M. Hewett | 754,053,174 | | 4,440,096 | | 1,350,988 | | 152,618,950 |
Manuel Kadre | 753,340,453 | | 4,977,470 | | 1,526,335 | | 152,618,950 |
Stephanie C. Linnartz | 750,439,441 | | 8,194,683 | | 1,210,134 | | 152,618,950 |
Craig A. Menear | 700,668,584 | | 54,379,155 | | 4,796,519 | | 152,618,950 |
Proposal 2: The appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2021 was ratified.
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FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
870,712,638 | | 40,054,188 | | 1,696,382 | | N/A |
Proposal 3: An advisory vote on executive compensation ("Say-on-Pay") was approved.
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FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
714,473,194 | | 42,507,311 | | 2,863,753 | | 152,618,950 |
Proposal 4: A shareholder proposal regarding amendment of the shareholder written consent right was not approved.
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FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
348,787,627 | | 406,705,299 | | 4,351,332 | | 152,618,950 |
Proposal 5: A shareholder proposal regarding a political contributions congruency analysis was not approved.
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FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
286,416,044 | | 467,863,021 | | 5,565,193 | | 152,618,950 |
Proposal 6: A shareholder proposal regarding a report on prison labor in the supply chain was not approved.
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FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
99,864,878 | | 649,078,180 | | 10,901,200 | | 152,618,950 |
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.
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| THE HOME DEPOT, INC. |
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Date: May 26, 2021 | By: | /s/ Teresa Wynn Roseborough |
| Name: | Teresa Wynn Roseborough |
| Title: | Executive Vice President, General Counsel and Corporate Secretary |