8-KLeadership ChangesShareholder Matters

CORNING INC /NY 8-K Report, Executive Changes (May 3, 2011)

Filed May 3, 2011For Securities:GLW

Summary

This 8-K filing from Corning Inc. (GLW) on May 3, 2011, primarily reports on the outcomes of its Annual Shareholder Meeting held on April 28, 2011. Key events include the retirement of Chairman James J. O’Connor from the Board of Directors due to mandatory retirement age and the subsequent appointment of William D. Smithburg as Lead Director. The filing also details the voting results for director elections, the advisory vote on executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2011. Shareholder approval was granted for all proposed director nominees and the auditor ratification. The company also announced that shareholders voted in favor of an annual advisory vote on executive compensation.

Key Highlights

  • 1James J. O’Connor retired from the Board of Directors after 26 years of service.
  • 2William D. Smithburg was appointed as Lead Director following Mr. O’Connor's retirement.
  • 3All six director nominees presented at the Annual Shareholder Meeting were elected by shareholders.
  • 4Shareholders approved the advisory vote on executive compensation for Named Executive Officers.
  • 5Shareholders supported holding an advisory vote on executive compensation annually.
  • 6PricewaterhouseCoopers LLP was ratified as Corning's independent registered public accounting firm for fiscal year 2011.
  • 7A shareholder proposal to allow holders of 10% of stock to call special meetings was not approved.

Frequently Asked Questions

This 8-K filing was primarily to report the results of Corning Incorporated's Annual Shareholder Meeting held on April 28, 2011, including director elections, executive compensation votes, auditor ratification, and other shareholder proposals.

Yes, James J. O’Connor retired from the Board of Directors due to reaching the mandatory retirement age. Following his retirement, William D. Smithburg was appointed as the Lead Director.

Shareholders voted in favor of the advisory resolution on the compensation of Named Executive Officers. They also voted in favor of conducting this advisory vote on an annual basis.

Yes, shareholders ratified the appointment of PricewaterhouseCoopers LLP as Corning's independent registered public accounting firm for the fiscal year ending December 31, 2011.