Summary
This 8-K filing from Harris Corporation reports on the voting results of its 2011 Annual Meeting of Shareholders held on October 28, 2011. The meeting saw significant shareholder participation, with approximately 85% of outstanding shares represented. Key outcomes include the election of all eleven director nominees, advisory approval of executive compensation, and a shareholder preference for annual advisory votes on executive pay. The appointment of Ernst & Young LLP as the independent auditor for the fiscal year ending June 29, 2012, was also ratified. Additionally, the filing notes a leadership transition concerning the Chairman of the Board, with an independent Chairman expected to assume the role in January 2012, obviating the need for a Lead Independent Director.
Key Highlights
- 1All eleven director nominees were elected to the Board of Directors with substantial support.
- 2Shareholders provided advisory approval for the compensation of named executive officers, with a high percentage of 'For' votes.
- 3A strong majority of shareholders voted for an annual advisory vote on executive compensation, indicating a preference for regular oversight.
- 4Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending June 29, 2012.
- 5A shareholder proposal to require an independent Chairman of the Board did not pass, as it did not receive a majority of outstanding shares.
- 6The company announced a transition to an independent Chairman of the Board, effective January 1, 2012, which will eliminate the need for a Lead Independent Director position.
- 7Special one-time fees were approved for members of the CEO Search Committee for their service.