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Heico 8-K Report, Shareholder Vote Results (Mar 19, 2024)

Reports
Shareholder Matters
Filing Date
Filed March 19, 2024
Period End
March 15, 2024
Securities
HEIHEI-A
In the record · 2016–202610-K1010-Q338-K83

HEI filed 10 annual reports (10-K), 33 quarterly reports (10-Q) and 83 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Mar ’18Mar ’18
  2. Leadership change8-K · Apr ’20Apr ’20
  3. Material agreement8-K · Aug ’22Aug ’22
  4. Material agreement8-K · Jul ’26Jul ’26

Summary

Summary of the 8-K filed March 19, 2024. Cited figures are marked; the original filing is the authoritative source.

HEICO Corporation held its Annual Meeting of Shareholders on March 15, 2024, and shareholders voted on three proposals, as described in the company's definitive proxy statement filed February 2, 2024.

Holders of record as of January 19, 2024 were eligible to vote. On that date, 54,764,476 shares of Common Stock (one vote per share) and 83,542,292 shares of Class A Common Stock (1/10th vote per share) were outstanding. All ten director nominees were elected to serve until the next annual meeting or until a successor is elected and qualified.

Several nominees received substantial opposing votes. Mark H. Hildebrandt received 34,222,747 votes for and 20,788,289 against, and Dr. Alan Schriesheim received 42,438,998 for and 12,600,435 against.

The other nominees generally received much larger majorities of votes for. Shareholders also held a non-binding advisory vote on executive compensation, which recorded 34,961,226 votes for, 19,943,977 against, and 164,164 abstentions. Shareholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending October 31, 2024, with 57,244,442 votes for, 1,543,875 against, and 50,249 abstentions.

Key Highlights

  1. All ten director nominees were elected to serve until the next annual meeting or until successors are elected and qualified.
  2. Mark H. Hildebrandt received 34,222,747 votes for and 20,788,289 against, the largest opposition among the director nominees after Dr. Alan Schriesheim.
  3. Dr. Alan Schriesheim received 42,438,998 votes for and 12,600,435 against.
  4. The advisory vote on executive compensation recorded 34,961,226 votes for and 19,943,977 against, with 164,164 abstentions and 3,769,199 broker non-votes.
  5. Shareholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending October 31, 2024, with 57,244,442 votes for and 1,543,875 against.
  6. The record date was January 19, 2024, when 54,764,476 shares of Common Stock and 83,542,292 shares of Class A Common Stock were outstanding.
  7. Class A Common Stock carries one-tenth of a vote per share, while Common Stock carries one vote per share.

Frequently Asked Questions

  1. When and where was the annual meeting held, and who was eligible to vote?

    The annual meeting was held on Friday, March 15, 2024. Only holders of record of Common Stock and Class A Common Stock as of the close of business on January 19, 2024 were entitled to vote.

  2. Were all director nominees elected?

    Yes. Shareholders elected all ten director nominees to serve until the next annual meeting of shareholders or until a successor is elected and qualified.

  3. How did shareholders vote on executive compensation?

    In a non-binding advisory vote, shareholders cast 34,961,226 votes for, 19,943,977 against, and 164,164 abstentions, with 3,769,199 broker non-votes.

  4. Which independent accounting firm did shareholders ratify?

    Shareholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending October 31, 2024, with 57,244,442 votes for, 1,543,875 against, and 50,249 abstentions.

  5. Which director nominees received the most opposition?

    Mark H. Hildebrandt received 20,788,289 votes against and Dr. Alan Schriesheim received 12,600,435 votes against. Frank J. Schwitter received 3,479,890 votes against, and the remaining nominees received fewer against votes.