8-KOther EventsExhibits & Filings

ECOLAB INC. 8-K Report, Corporate Update (May 5, 2008)

Filed May 5, 2008For Securities:ECL

Summary

This Form 8-K filing from Ecolab Inc. (ECL) reports on the outcomes of its Annual Meeting of Stockholders held on May 2, 2008. The primary information of interest to investors concerns the election of directors and the ratification of the company's independent auditor. Shareholders overwhelmingly re-elected the nominated Class I Directors for terms ending in 2011, indicating strong support for the current board's leadership and strategy. Additionally, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2007, was ratified by a significant majority of the votes cast. The filing also notes a stockholder proposal to declassify the Board of Directors, which was not approved by shareholders. This suggests that the majority of voting shareholders prefer the current staggered board structure. Overall, the meeting results indicate a stable governance environment with continued confidence in management and the auditing firm.

Key Highlights

  • 1Ecolab Inc. held its Annual Meeting of Stockholders on May 2, 2008, with 91.4% of outstanding voting stock represented.
  • 2Four Class I Directors were elected for terms ending in 2011: Douglas M. Baker, Jr., Barbara J. Beck, Stephan Hamelmann, and Jerry W. Levin. Robert L. Lumpkins was also elected as a Class I Director.
  • 3The election of directors saw high percentages of 'For' votes, with minimal 'Against' or 'Abstain' votes for the nominated candidates.
  • 4PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2007, with strong shareholder approval.
  • 5A stockholder proposal to eliminate the classification of the Board of Directors' terms was voted down by shareholders.
  • 6The filing includes an attached News Release dated May 2, 2008, as Exhibit (99) providing details of the meeting's outcomes.

Frequently Asked Questions

The main outcomes were the election of four Class I Directors, the ratification of PricewaterhouseCoopers LLP as the independent auditor, and the rejection of a stockholder proposal to declassify the board.

No, all nominated directors for Class I were elected with a substantial majority of votes in favor.

The stockholder proposal to eliminate the classification of the Board of Directors' terms was not approved, with more shares voting against it than for it.

No, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the year ending December 31, 2007, was ratified by shareholders, indicating continuity in auditing services.