01—Abstract
Summary
Summary of the 8-K filed June 17, 2024. Cited figures are marked; the original filing is the authoritative source.
Ingersoll Rand Inc. filed this Form 8-K to report the final voting results from its 2024 annual meeting of stockholders, held June 13, 2024.
Holders of 376,796,509 shares, or approximately 93.37%a of the 403,534,346 shares entitled to vote, were present in person or by proxy. The filing covers three proposals, each described in more detail in the company's definitive proxy statement dated April 26, 2024. Stockholders elected all ten director nominees, each to a term expiring at the 2025 annual meeting.
Stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2024. They also approved, on a non-binding advisory basis, the compensation of the named executive officers as described in the proxy statement. For investors, the filing shows broad support for the board slate, the auditor, and executive pay.
Director vote totals ranged from 343,765,768 to 362,054,390 votes for, with between 159,171 and 18,184,941 votes against for each nominee, and most nominees received well over 350 million votes for. The say-on-pay proposal received 343,474,703 votes for and 18,077,084 votes against.
02—Key points
Key Highlights
- Stockholders present in person or by proxy at the June 13, 2024 annual meeting held 376,796,509 shares, or approximately 93.37% of the 403,534,346 shares entitled to vote.
- All ten director nominees were elected to terms expiring at the 2025 annual meeting; Vicente Reynal received the fewest votes for (343,765,768) and the most votes against (18,184,941) among nominees.
- Jennifer Hartsock, Julie A. Schertell, JoAnna A. Sohovich, and Mark P. Stevenson were among nominees with votes for above 360 million, while Kirk E. Arnold received 344,895,951 votes for and 17,367,831 against.
- Stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2024, with 369,162,724 votes for, 7,172,506 against, and 461,279 abstentions.
- Stockholders approved, on a non-binding advisory basis, the compensation of named executive officers, with 343,474,703 votes for, 18,077,084 against, and 968,270 abstentions.
- Broker non-votes were 14,276,452 for each director election and the say-on-pay proposal, and zero for the auditor ratification.
03—Questions
Frequently Asked Questions
When and where was the 2024 annual meeting held, and how much stock was represented?
The meeting was held on June 13, 2024. Holders of 376,796,509 shares, or approximately 93.37% of the 403,534,346 total shares entitled to vote, were present in person or by proxy.
Who was elected to the board, and for what term?
Stockholders elected Vicente Reynal, William P. Donnelly, Kirk E. Arnold, Gary D. Forsee, Jennifer Hartsock, John Humphrey, Marc E. Jones, Julie A. Schertell, JoAnna A. Sohovich, and Mark P. Stevenson. Each will serve until the 2025 annual meeting or until a successor is duly elected and qualified.
Which accounting firm did stockholders ratify?
Stockholders ratified the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for fiscal 2024, with 369,162,724 votes for and 7,172,506 votes against.
Did stockholders approve executive compensation?
Yes. Stockholders approved, on an advisory and non-binding basis, the compensation of the named executive officers as described in the proxy statement, with 343,474,703 votes for and 18,077,084 votes against.
04—Continue