8-K

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

Date of Report (date of earliest event reported): June 6, 2024

DAVITA INC.

(Exact name of registrant as specified in its charter)

DE	1-14106	51-0354549
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

 

2000 16th Street
Denver,	CO	80202

(Address of principal executive offices including Zip Code)

(720) 631-2100

(Registrant’s telephone number, including area code)

Not applicable

(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 240.425)

☐    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, $0.001 par value	DVA	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.

On June 6, 2024, DaVita Inc. (the “Company”) held its virtual 2024 Annual Meeting of Stockholders (the “Annual Meeting”). Represented virtually or by proxy at the Annual Meeting were 78,733,171 shares of the Company's common stock, or 89.77% of its outstanding shares of common stock as of April 10, 2024, the record date of the Annual Meeting. The proposals presented at the Annual Meeting are described in detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 26, 2024. The vote results detailed below represent final results as certified by the Inspector of Elections.

Proposal 1. Election of Directors.

The Company’s stockholders elected the ten director nominees named below to the Company’s Board of Directors for a term expiring at the 2025 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. The voting results are as follows:

Name of Nominee	For	Against	Abstain	Broker non-votes
Pamela M. Arway	69,727,789	2,023,468	26,354	6,955,560
Charles G. Berg	70,099,740	1,647,393	30,478	6,955,560
Barbara J. Desoer	70,902,515	847,851	27,245	6,955,560
Jason M. Hollar	71,017,825	730,125	29,661	6,955,560
Gregory J. Moore, MD, PhD	71,694,437	55,334	27,840	6,955,560
Dennis W. Pullin	71,728,507	19,309	29,795	6,955,560
Javier J. Rodriguez	71,642,696	107,370	27,545	6,955,560
Adam H. Schechter	71,283,210	457,524	36,877	6,955,560
Wendy L. Schoppert	71,731,135	18,015	28,461	6,955,560
Phyllis R. Yale	68,984,566	2,765,953	27,092	6,955,560

Proposal 2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm.

The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The voting results are as follows:

For	Against	Abstain
75,664,451	3,017,823	50,897

Proposal 3. Advisory vote to approve named executive officer compensation.

The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The voting results are as follows:

For	Against	Abstain	Broker non-votes
67,973,191	3,733,987	70,433	6,955,560

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	DAVITA INC.
Date: June 10, 2024	By:	/s/ Samantha Caldwell
		Samantha Caldwell
		Corporate Secretary

XML

Document and Entity Information Document and Entity Information	Jun. 06, 2024
Cover [Abstract]
Title of 12(b) Security	Common Stock, $0.001 par value
Document Type	8-K
Document Period End Date	Jun. 06, 2024
Entity Registrant Name	DAVITA INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-14106
Entity Tax Identification Number	51-0354549
Entity Address, Address Line One	2000 16th Street
Entity Address, City or Town	Denver,
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80202
City Area Code	720
Local Phone Number	631-2100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000927066
Amendment Flag	false
Trading Symbol	DVA
Security Exchange Name	NYSE