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FISERV INC 8-K Report, Shareholder Vote Results (May 25, 2017)

Filed May 25, 2017For Securities:FISV

Summary

Fiserv Inc. (FISV) filed an 8-K on May 25, 2017, detailing the outcomes of its annual shareholder meeting held on May 24, 2017. The primary focus of the filing is the voting results on several key corporate matters. All nine director nominees were elected with substantial 'For' votes, indicating strong shareholder confidence in the current board composition. Shareholders also approved, on an advisory basis, the compensation of named executive officers and resolved to hold such advisory votes annually.

Key Highlights

  • 1All nine director nominees were overwhelmingly elected, with significant 'Votes For' exceeding 'Votes Withheld' and 'Broker Non-Votes' for each individual.
  • 2Shareholders approved, on an advisory basis, the compensation of Fiserv's named executive officers, with a majority of votes cast in favor.
  • 3A majority of shareholders voted in favor of holding the advisory vote on executive compensation annually.
  • 4Deloitte & Touche LLP was ratified as Fiserv's independent registered public accounting firm for the fiscal year ending December 31, 2017, with a strong majority of shareholder support.
  • 5A shareholder proposal seeking an amendment to the Company's proxy access by-law was rejected by a significant margin.
  • 6Glenn M. Renwick, a director since 2001, was appointed as the new Chairman of the Board of Directors.
  • 7New committee chairs were appointed: Doyle R. Simons for the Compensation Committee, Denis J. O'Leary for the Audit Committee, and Kim M. Robak for the Nominating and Corporate Governance Committee.

Frequently Asked Questions

Yes, all nine director nominees were elected to serve until the annual meeting of shareholders in 2018. The voting results show a substantial majority of 'Votes For' for each nominee.

Shareholders approved, on an advisory basis, the compensation of Fiserv's named executive officers. The vote was approximately 150.25 million 'For' votes versus 25.5 million 'Against' votes.

Shareholders approved, on an advisory basis, holding the advisory vote on executive compensation every year. The board of directors has resolved to follow this recommendation.

No, the shareholder proposal seeking an amendment to Fiserv's proxy access by-law was rejected. The 'Votes Against' significantly outnumbered the 'Votes For'.

Yes, Glenn M. Renwick was appointed as the new Chairman of the Board of Directors. Additionally, new chairs were appointed for the Compensation, Audit, and Nominating and Corporate Governance committees.