01—Abstract
Summary
Summary of the 8-K filed April 30, 2024. Cited figures are marked; the original filing is the authoritative source.
NRG Energy, Inc. reported in this Current Report (Item 5.07) the final voting results from its Annual Meeting of Stockholders, held on April 25, 2024.
Stockholders elected all thirteen director nominees, each of whom received the affirmative vote of a majority of the votes cast. The directors listed include E. Spencer Abraham, Antonio Carrillo, Matthew Carter, Jr., Lawrence S.
Coben, Heather Cox, Elisabeth B. Donohue, Marwan Fawaz, Kevin T. Howell, Paul W.
Hobby, Alex Pourbaix, Alexandra Pruner, Anne C. Schaumburg, and Marcie C. Zlotnik.
Support levels varied across nominees. For example, Abraham received 141,339,017 votes for and 18,502,068 against, and Pourbaix received 140,391,165 for and 19,424,607 against, while Zlotnik received 159,271,156 for and 617,055 against. Stockholders also approved, on an advisory basis, the compensation of the company's named executive officers, with 127,017,858 votes for, 32,802,735 against, 211,555 abstentions, and 15,121,158 broker non-votes.
In a third proposal, stockholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2024, with 171,547,172 votes for, 3,495,038 against, and 111,096 abstentions. The filing is signed by Christine A. Zoino, Corporate Secretary, and dated April 29, 2024.
02—Key points
Key Highlights
- Annual Meeting of Stockholders held April 25, 2024, with final voting results reported under Item 5.07.
- All thirteen director nominees were elected, each receiving a majority of the votes cast.
- Director vote totals ranged from 140,391,165 votes for (Alex Pourbaix) to 159,717,875 votes for (Kevin T. Howell).
- Advisory say-on-pay proposal was approved, with 127,017,858 votes for and 32,802,735 votes against.
- KPMG LLP was ratified as the independent registered public accounting firm for fiscal year 2024, with 171,547,172 votes for and 3,495,038 against.
- Broker non-votes of 15,121,158 were recorded on the director election and say-on-pay proposals.
03—Questions
Frequently Asked Questions
Who was elected to the NRG Energy board of directors at the 2024 Annual Meeting?
Thirteen directors were elected: E. Spencer Abraham, Antonio Carrillo, Matthew Carter, Jr., Lawrence S. Coben, Heather Cox, Elisabeth B. Donohue, Marwan Fawaz, Kevin T. Howell, Paul W. Hobby, Alex Pourbaix, Alexandra Pruner, Anne C. Schaumburg, and Marcie C. Zlotnik. Each received the affirmative vote of a majority of the votes cast.
Did stockholders approve the compensation of NRG's named executive officers?
Yes. The advisory vote on named executive officer compensation was approved, with 127,017,858 votes for, 32,802,735 against, 211,555 abstentions, and 15,121,158 broker non-votes.
Which accounting firm was ratified as NRG's auditor for 2024?
Stockholders ratified KPMG LLP as the independent registered public accounting firm for the 2024 fiscal year, with 171,547,172 votes for, 3,495,038 votes against, and 111,096 abstentions.
Which director nominees received the most votes against them?
Alex Pourbaix received 19,424,607 votes against and E. Spencer Abraham received 18,502,068 votes against, the highest totals among the nominees. Heather Cox received 11,657,850 votes against. Both Pourbaix and Abraham still received a majority of the votes cast.
04—Continue