ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
As noted below under Item 5.07, at the Annual Meeting of Share Owners (the
"Annual Meeting") of
The Plan, among other things, increases the number of shares of the Company's common stock that may be issued thereunder by an additional 3,350,000 shares to a total of 18,350,000 shares. The Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalents and other stock or cash awards to employees, consultants and non-employee directors of the Company and its subsidiaries.
A more detailed description of the material terms of the Plan was included in
the Company's Definitive Proxy Statement on Schedule 14A filed with the
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Annual Meeting was held on
Proposal 1 - Election of Directors:
Each of the nominees for the Company's Board of Directors was elected to serve a one-year term by vote of the share owners as follows:
Aggregate Vote Name For Against Abstentions Broker Non-Votes Samuel R. Chapin 128,936,947 1,455,448 517,248 8,521,658 David V. Clark, II 128,139,375 2,246,970 523,298 8,521,658 Gordon J. Hardie 128,685,782 1,748,010 475,851 8,521,658 John Humphrey 127,736,219 2,649,062 524,362 8,521,658 Andres A. Lopez 128,546,841 2,098,228 264,574 8,521,658 Alan J. Murray 122,534,407 6,275,694 2,099,542 8,521,658 Hari N. Nair 127,473,249 2,936,803 499,591 8,521,658 Joseph D. Rupp 127,441,497 2,944,871 523,275 8,521,658 Catherine I. Slater 129,242,029 1,154,617 512,997 8,521,658 John H. Walker 126,928,689 3,501,849 479,105 8,521,658 Carol A. Williams 127,653,877 2,859,310 396,456 8,521,658
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm:
The appointment of
Aggregate Vote For Against Abstentions Broker Non-Votes 134,910,371 3,951,514 569,416 0
Proposal 3 - Approval of the Company's Third Amended and Restated 2017 Incentive Award Plan:
The Plan was approved by vote of the share owners as follows:
Aggregate Vote For Against Abstentions Broker Non-Votes 104,962,115 25,433,969 513,559 8,521,658
Proposal 4 -Advisory Vote to Approve Named Executive Officer Compensation:
The compensation of the Company's named executive officers was approved by an advisory (non-binding) vote of the share owners as follows:
Aggregate Vote For Against Abstentions Broker Non-Votes 126,041,996 4,456,865 410,782 8,521,658
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits Exhibit No. Description 10.1O-I Glass, Inc. Third Amended and Restated 2017 Incentive Award Plan (filed as Appendix A toO-I Glass, Inc.'s Supplement to Proxy Statement on Schedule 14A filedApril 29, 2022 , File No. 1-9576, and incorporated herein by reference) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)
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