Item 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics.
On
Item 5.07 Submission of Matters to Vote of Security Holders.
On
The following proposals were submitted to a vote of the stockholders. The
proposals are described in the Company's definitive proxy statement for the 2020
Annual Meeting previously filed with the
Proposal 1 - Election of ten directors
The following nominees for the Board of Directors of the Company were elected to hold office until the Annual Meeting of Stockholders of the Company in 2021:
Nominee:
For Against Abstain Broker Non-Vote 78,632,440 455,741 262,395 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 77,283,317 2,013,509 53,750 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 74,576,983 4,717,586 56,007 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 77,400,633 1,748,590 201,353 6,360,860
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Nominee:
For Against Abstain Broker Non-Vote
78,161,495 932,018 257,063 6,360,860
Nominee:
For Against Abstain Broker Non-Vote
79,054,862 96,253 199,461 6,360,860
Nominee:
For Against Abstain Broker Non-Vote
78,959,291 133,429 257,856 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 77,850,995 1,388,393 111,188 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 72,753,628 6,546,507 50,441 6,360,860
Nominee:
For Against Abstain Broker Non-Vote 79,129,726 164,700 56,150 6,360,860
Proposal 2 - Ratification of the Audit Committee's selection of
Company stockholders ratified the appointment of
For Against Abstain 85,528,163 106,325 76,949
Proposal 3 - Advisory (non-binding) vote approving the 2019 compensation of the Company's Named Executive Officers.
Company stockholders cast their votes with respect to the advisory (non-binding) vote approving the 2019 compensation of the Company's Named Executive Officers as set forth below:
For Against Abstain Broker Non-Vote 72,007,343 7,144,005 199,228 6,360,860
Proposal 4 - Stockholder proposal requesting for stockholder action by written consent.
Company stockholders did not approve the proposal as set forth below:
For Against Abstain Broker Non-Vote
18,401,144 60,746,175 203,257 6,360,860
Item 7.01 Regulation FD Disclosure
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In a news release dated
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 99.1 News release datedMay 21, 2020 , issued byKansas City Southern entitled " KCS Holds Annual Meeting of Stockholders, Elects Ten Directors and Announces Preferred and Common Dividends. " 104 Cover page information fromKansas City Southern's Current Report on Form 8-K filed onMay 26, 2020 , formatted in iXBRL (Inline Extensible Business Reporting Language) and included as Exhibit 101.
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