8-KShareholder Matters

AGILENT TECHNOLOGIES, INC. 8-K Report, Shareholder Vote Results (Mar 22, 2019)

Filed March 22, 2019For Securities:A

Summary

Agilent Technologies, Inc. held its Annual Meeting of Stockholders on March 20, 2019, where a significant majority of shares (approximately 87%) were represented. The meeting focused on routine corporate governance matters, including the election of directors, approval of stock plan amendments, executive compensation, and ratification of the independent auditor. All proposals presented to shareholders were overwhelmingly approved. This strong shareholder support indicates confidence in the company's leadership and strategic direction. Key outcomes include the election of three new directors, the approval of reserving shares for the 2018 Stock Plan, positive advisory votes on executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2019.

Key Highlights

  • 1Nearly 87% of Agilent Technologies' outstanding shares were represented at the March 20, 2019 Annual Meeting.
  • 2Three directors, Hans E. Bishop, Paul N. Clark, and Tadataka Yamada, M.D., were successfully elected for three-year terms with substantial majority votes.
  • 3Shareholders approved the reservation of 25,000,000 shares for issuance under the Company’s 2018 Stock Plan, as amended, by a wide margin.
  • 4A non-binding advisory vote to approve the compensation of named executive officers received strong support from shareholders.
  • 5PricewaterhouseCoopers LLP was ratified as the company's independent registered public accounting firm for fiscal year 2019, with nearly unanimous approval.
  • 6The strong voting outcomes across all proposals suggest robust shareholder confidence in Agilent's governance and management.

Frequently Asked Questions

The Annual Meeting resulted in the election of three directors, the approval of a proposal to reserve 25,000,000 shares for the 2018 Stock Plan, a successful advisory vote on executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2019. All proposals received overwhelming shareholder approval.

Shareholder participation was very high, with approximately 87% of the outstanding shares of Common Stock represented at the meeting, either in person or by proxy.

While all proposals passed by a significant margin, there were some 'Against' votes and 'Abstain' votes on each proposal, as well as 'Broker Non-Votes' for the director elections and stock plan proposal. However, these were a small minority compared to the 'For' votes.

The three newly elected directors for a three-year term were Hans E. Bishop, Paul N. Clark, and Tadataka Yamada, M.D.