8-KShareholder Matters

EDISON INTERNATIONAL 8-K Report, Shareholder Vote Results (Apr 28, 2017)

Filed April 28, 2017For Securities:EIX

Summary

This 8-K filing details the results of Edison International (EIX) and its subsidiary Southern California Edison Company's (SCE) Annual Meeting of Shareholders held on April 27, 2017. The primary focus of the report is the outcome of various shareholder votes, including the election of directors, ratification of independent auditor appointments, advisory votes on executive compensation, and the frequency of future "say-on-pay" votes. All proposed board nominees for both EIX and SCE were overwhelmingly elected. Similarly, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm was ratified by a significant majority of shareholders for both companies. Furthermore, shareholders provided advisory approval for executive compensation at both EIX and SCE, with substantial affirmative votes. The "say-on-pay" frequency vote resulted in an advisory vote for an annual frequency for both entities, meaning EIX and SCE will continue to hold an advisory vote on executive compensation every year. A shareholder proposal concerning proxy access reform for EIX was not approved by the shareholders.

Key Highlights

  • 1All nine director nominees for Edison International (EIX) and all ten director nominees for Southern California Edison Company (SCE) were elected by shareholders.
  • 2The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for both EIX and SCE was ratified by shareholders.
  • 3Shareholders provided advisory approval for the executive compensation packages of both EIX and SCE, with strong affirmative voting results.
  • 4An advisory vote on the frequency of "say-on-pay" votes was held, with shareholders of both EIX and SCE voting in favor of an annual frequency.
  • 5As a result of the advisory vote, EIX and SCE will hold annual "say-on-pay" advisory votes on executive compensation.
  • 6A shareholder proposal requesting proxy access reform for EIX did not receive majority support and was therefore not adopted.

Frequently Asked Questions

Yes, all nine director nominees for Edison International (EIX) and all ten director nominees for Southern California Edison Company (SCE) were elected by their respective shareholders.

Yes, shareholders of both EIX and SCE voted to ratify the appointment of PricewaterhouseCoopers LLP as their independent registered public accounting firm.

Shareholders of both EIX and SCE provided advisory approval for executive compensation. The 'for' votes significantly outnumbered the 'against' votes for both companies.

Shareholders of both EIX and SCE voted in favor of holding an annual 'say-on-pay' advisory vote. Therefore, both companies will include this advisory vote on executive compensation in their proxy materials every year.

No, the shareholder proposal concerning proxy access reform for Edison International (EIX) did not receive the affirmative vote of a majority of the votes cast and was therefore not adopted.