01—Abstract
Summary
Summary of the 8-K filed April 11, 2024. Cited figures are marked; the original filing is the authoritative source.
Lennar Corporation held its 2024 Annual Meeting of Stockholders on April 10, 2024, where stockholders voted on seven proposals, as described in the company's proxy statement filed February 29, 2024.
All eleven director nominees were elected to serve until the 2025 Annual Meeting, though vote tallies varied widely, with Stuart Miller receiving 436,466,111 votes for and 61,497,153 against, and Dacona Smith receiving 496,183,992 for and 1,841,209 against. Stockholders approved, on an advisory basis, the compensation of named executive officers (408,441,162 for, 108,472,713 against), ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending November 30, 2024, and approved an amendment to the Restated Certificate of Incorporation to limit the liability of certain officers as permitted by Delaware law. Three stockholder proposals were not approved: a report on political spending and related policies, a report on LGBTQ equity and inclusion efforts in human capital management, and a report on plans to reduce greenhouse gas emissions.
Each received more votes against than for. The filing's exhibits include a Certificate of Amendment to the Restated Certificate of Incorporation dated April 10, 2024, and the cover page Interactive Data File.
02—Key points
Key Highlights
- Annual Meeting held April 10, 2024, with seven proposals voted upon by stockholders
- All eleven director nominees were elected to serve until the 2025 Annual Meeting of Stockholders
- Stockholders approved, on an advisory basis, the compensation of named executive officers described in the 2024 Proxy Statement (408,441,162 for; 108,472,713 against)
- Deloitte & Touche LLP ratified as independent registered public accounting firm for fiscal year ending November 30, 2024 (530,138,661 for; 9,669,676 against)
- Stockholders approved an amendment to the Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law (486,681,241 for; 30,343,953 against)
- Three stockholder proposals on political spending, LGBTQ equity and inclusion efforts, and greenhouse gas emissions reduction plans were not approved
03—Questions
Frequently Asked Questions
Who was elected to the Lennar board at the 2024 Annual Meeting?
Eleven individuals were elected as directors to serve until the 2025 Annual Meeting of Stockholders: Amy Banse, Theron I. ("Tig") Gilliam, Sherrill W. Hudson, Jonathan M. Jaffe, Sidney Lapidus, Teri P. McClure, Stuart Miller, Armando Olivera, Dacona Smith, Jeffrey Sonnenfeld, and Serena Wolfe.
How did stockholders vote on executive compensation?
Stockholders approved, on an advisory basis, the compensation of the named executive officers described in the 2024 Proxy Statement, with 408,441,162 votes for, 108,472,713 against, 341,900 abstaining, and 22,711,910 broker non-votes.
Which stockholder proposals failed, and by what margins?
Three stockholder proposals were not approved: a report on political spending and related policies (102,681,545 for; 394,325,542 against), a report on LGBTQ equity and inclusion efforts in human capital management (83,595,493 for; 413,438,716 against), and a report on plans to reduce greenhouse gas emissions (102,987,584 for; 393,975,195 against).
What charter change did stockholders approve?
Stockholders approved an amendment to the Restated Certificate of Incorporation to limit the liability of certain officers as permitted by Delaware law. The filing lists the Certificate of Amendment dated April 10, 2024 as Exhibit 3.1.
04—Continue