8-KShareholder Matters

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Shareholder Vote Results (May 2, 2014)

Filed May 2, 2014For Securities:CHD

Summary

This 8-K filing from CHURCH & DWIGHT CO INC /DE/ (CHD) reports the results of matters voted upon at the company's Annual Meeting of Stockholders held on May 2, 2014. The primary focus for investors is the outcome of the director elections, the advisory vote on executive compensation, and the ratification of the independent auditor. All proposals presented by the Board of Directors received strong support from shareholders, indicating general alignment between management and the investor base on key governance and operational matters. Specifically, the election of directors saw overwhelming approval for all nominees, with substantial "For" votes significantly exceeding "Against" and "Abstain" counts. Furthermore, shareholders provided an advisory "Say-on-Pay" vote that was overwhelmingly in favor of the compensation of named executive officers. Finally, the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the upcoming fiscal year was also overwhelmingly ratified. These results suggest a stable board, shareholder confidence in executive compensation practices, and continued trust in the company's external audit.

Key Highlights

  • 1All director nominees presented were elected by a significant majority of votes cast.
  • 2Shareholders provided strong advisory approval for the compensation of Named Executive Officers, with "For" votes substantially outnumbering "Against" votes.
  • 3The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2014 was ratified with overwhelming shareholder support.
  • 4The voting results indicate a high level of shareholder confidence in the current board and management's proposed actions.
  • 5Broker non-votes were present for all proposals, which is a standard procedural aspect of shareholder meetings.

Frequently Asked Questions

The main proposals voted on were the election of directors, an advisory vote on the compensation of named executive officers (Say-on-Pay), and the ratification of the appointment of the independent registered public accounting firm.

Yes, all director nominees presented to the shareholders were elected with a substantial majority of votes in favor.

The shareholders approved, on an advisory basis, the compensation of the named executive officers. The vote was overwhelmingly in favor.

Yes, the appointment of Deloitte & Touche LLP as the independent registered public accounting firm to audit the company's 2014 consolidated financial statements was ratified by the shareholders with strong support.