UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
On October 7, 2021, Neogen Corporation (the “Company”) held its 2021 Annual Meeting of Shareholders. At the meeting 100,475,609 of the 107,481,509 shares outstanding and entitled to vote were present and voted. The matters listed below were submitted to a vote of the shareholders though the solicitation of proxies. The proposals are described in detail in the Company’s Proxy Statement dated as of, and filed with Securities and Exchange Commission on, August 31, 2021. The voting results are as follows:
Proposal 1 – Election of Directors
| Nominee |
For | Withheld | ||||||
| James C. Borel |
89,549,056 | 5,070,615 | ||||||
| Ronald D. Green, Ph.D. |
88,680,655 | 5,939,016 | ||||||
| Darci L. Vetter |
89,712,238 | 4,907,433 | ||||||
Proposal 2 – To Approve an Amendment to the Company’s Restated Articles of Incorporation to Increase the Number of Authorized Shares
The shareholders approved the amendment to the Company’s Restated Articles of Incorporation to increase the number of authorized shares of common stock to 240,000,000.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 90,879,965 | 3,691,069 | 48,637 | 5,855,938 |
Proposal 3 – To Approve the Neogen Corporation 2021 Employee Stock Purchase Plan
The shareholders approved the establishment of the Neogen Corporation 2021 Employee Stock Purchase Plan.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 94,028,316 | 538,433 | 52,922 | 5,855,938 |
Proposal 4 – To Approve, by Non Binding Vote, the Compensation of the Company’s Named Executive Officers
The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the proxy materials.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 91,114,077 | 3,300,741 | 204,853 | 5,855,938 |
Proposal 5 – Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm
The shareholders ratified the appointment of BDO USA LLP as the Company’s auditors for the fiscal year ending May 31, 2022.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 99,413,492 | 944,684 | 117,433 | 0 |
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.
| NEOGEN CORPORATION | ||||||
| (Registrant) | ||||||
| Date: October 8, 2021 | ||||||
| /s/ Steven J. Quinlan | ||||||
| Steven J. Quinlan | ||||||
| Vice President & CFO | ||||||