UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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. |
(a) The Annual Meeting was held on May 13, 2021
(b) At the Annual Meeting, the stockholders elected all seven of the directors nominated by the Board to serve for a term of one year or until their successors are duly elected and qualified. Each director received a greater number of votes cast “for” his or her election than votes “withheld” from his or her election as reflected below. The stockholders also ratified the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2021. Additionally, the stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement dated March 26, 2021 (“2021 Proxy Statement”). For more information on the proposals, see the 2021 Proxy Statement. The final voting results for each of the proposals presented at the Annual Meeting are set forth below.
| 1. | Election of directors: |
| Director |
Votes For |
Votes Withheld |
Broker Non-Votes | |||
| Patrick J. Dempsey |
299,918,429 | 6,465,210 | 27,404,763 | |||
| Christopher J. Kearney |
219,801,254 | 16,582,385 | 27,404,763 | |||
| Laurette T. Koellner |
212,555,027 | 23,828,612 | 27,404,763 | |||
| Joseph D. Rupp |
215,171,204 | 21,212,435 | 27,404,763 | |||
| Leon J. Topalian |
234,768,318 | 1,615,321 | 27,404,763 | |||
| John H. Walker |
206,289,084 | 30,094,555 | 27,404,763 | |||
| Nadja Y. West |
231,206,678 | 5,176,961 | 27,404,763 |
| 2. | Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2021: |
| Votes For |
Votes Against |
Abstentions | ||
| 255,598,852 | 7,780,009 | 409,541 |
| 3. | Advisory vote on named executive officer compensation: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 175,120,892 | 59,815,374 | 1,447,373 | 27,404,763 |
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 104 | Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL (included in Exhibit 101) |
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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.
| NUCOR CORPORATION | ||||||
| Date: May 17, 2021 | By: | /s/ James D. Frias | ||||
| James D. Frias | ||||||
| Chief Financial Officer, Treasurer and Executive Vice President | ||||||
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