8-KShareholder Matters

HORTON D R INC /DE/ 8-K Report, Shareholder Vote Results (Jan 24, 2018)

Filed January 24, 2018For Securities:DHI

Summary

This 8-K filing reports on the outcomes of D.R. Horton, Inc.'s (DHI) Annual Meeting of Stockholders held on January 24, 2018. The meeting covered several key governance matters, including the election of directors, advisory votes on executive compensation and its frequency, approval of the company's incentive bonus plan, and ratification of its independent auditor. All proposals presented to the stockholders received overwhelming support, indicating strong alignment between management and its shareholders on these critical corporate governance issues. Specifically, all five director nominees were elected, and stockholders approved the executive compensation package in an advisory vote. The company also received approval for the material terms of its 2017 Incentive Bonus Plan and overwhelmingly ratified the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for fiscal 2018. The results suggest a stable and supportive shareholder base for DHI's current leadership and governance practices.

Key Highlights

  • 1All five director nominees were elected by a significant majority, ensuring continuity in board leadership.
  • 2Stockholders overwhelmingly approved the company's executive compensation in an advisory vote, signaling confidence in management's pay practices.
  • 3The frequency of future advisory votes on executive compensation was set to be annual, with a strong preference for this approach.
  • 4The material terms of the D.R. Horton, Inc. 2017 Incentive Bonus Plan were approved by stockholders, supporting the company's incentive structures.
  • 5PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for fiscal year 2018 with very strong support.
  • 6A substantial portion of the eligible shares (approximately 88%) were represented at the meeting, indicating high shareholder engagement.

Frequently Asked Questions

The stockholders voted on five key matters: the election of five director nominees, an advisory vote on executive compensation, an advisory vote on the frequency of future executive compensation votes, approval of the material terms of the 2017 Incentive Bonus Plan, and the ratification of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2018.

Yes, all five director nominees were elected by a substantial majority of the votes cast, with votes 'For' ranging from approximately 285.7 million to over 303.9 million for the nominees.

In an advisory vote, shareholders approved the company's executive compensation. The 'For' votes significantly outnumbered the 'Against' votes, with approximately 291.4 million 'For' and 13.7 million 'Against'.

Shareholders voted overwhelmingly to have an annual advisory vote on executive compensation. 'One Year' received approximately 271.8 million votes, indicating a strong preference for annual consideration.

Yes, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal year 2018 was ratified by the stockholders with very strong support, receiving over 326.6 million 'For' votes.