Summary
Equifax Inc. (EFX) filed an 8-K report on May 4, 2015, detailing key corporate governance updates and shareholder actions from its 2015 Annual Meeting held on May 1, 2015. A significant change involves an amendment to the company's bylaws, specifically revising the mandatory retirement age for independent directors. Directors will now not be nominated for election or re-election after their 72nd birthday, a change designed to ensure board refreshment while allowing for exceptions based on substantial benefit to the company, subject to Governance Committee and Board approval. Furthermore, the filing reports the outcomes of the annual shareholder meeting. All ten director nominees were elected, with each receiving a majority of the votes cast. Shareholders also ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2015. Additionally, an advisory vote to approve named executive officer compensation was passed, indicating shareholder support for the company's compensation practices. The report also announced an additional $550 million authorization for share repurchases.
Key Highlights
- 1Equifax amended its bylaws to implement a mandatory retirement age of 72 for independent directors, effective May 1, 2015.
- 2The amendment allows for exceptions to the retirement age if the Governance Committee and Board determine a director's continued service offers substantial benefit to the company.
- 3All ten director nominees were elected at the 2015 Annual Meeting of Shareholders.
- 4Shareholders ratified the appointment of Ernst & Young LLP as Equifax's independent auditor for the fiscal year ending December 31, 2015.
- 5An advisory vote on named executive officer compensation was approved by shareholders.
- 6Equifax's Board of Directors authorized an additional $550 million for its common stock repurchase program, in addition to approximately $203 million remaining under the existing program.