01—Abstract
Summary
Summary of the 8-K filed May 23, 2024. Cited figures are marked; the original filing is the authoritative source.
Principal Financial Group, Inc. held its Annual Meeting of Shareholders on May 21, 2024, and reported the voting results in this Form 8-K, dated May 23, 2024.
Shareholders elected four Class II directors, Roger C. Hochschild, Daniel J. Houston, Diane C.
Nordin, and Alfredo Rivera, each to a three-year term expiring at the 2027 annual meeting. Shareholders also approved, on an advisory basis, the company's executive compensation, with 144,597,913 votes for, 6,488,259 against, 344,751 abstentions, and 20,051,410 broker non-votes. Shareholders ratified the appointment of the independent registered public accounting firm, with 163,094,880 votes for, 8,191,181 against, and 196,272 abstentions.
The filing reports vote tallies only. It does not describe any change in board composition beyond the director elections or any other corporate action.
02—Key points
Key Highlights
- Annual Meeting of Shareholders held May 21, 2024, with three proposals voted on.
- Four Class II directors elected for three-year terms expiring at the 2027 annual meeting: Roger C. Hochschild, Daniel J. Houston, Diane C. Nordin, and Alfredo Rivera.
- Roger C. Hochschild received 136,477,018 votes for and 14,810,683 votes against, the lowest support among the four nominees.
- Diane C. Nordin received the most support, with 149,798,596 votes for and 1,495,540 against.
- Advisory vote on executive compensation passed with 144,597,913 votes for and 6,488,259 against.
- Ratification of the independent registered public accountants passed with 163,094,880 votes for and 8,191,181 against.
- Broker non-votes of 20,051,410 were recorded on the director elections and the executive compensation vote.
03—Questions
Frequently Asked Questions
Who was elected to the board at the May 2024 annual meeting?
Shareholders elected Roger C. Hochschild, Daniel J. Houston, Diane C. Nordin, and Alfredo Rivera as Class II directors, each for a three-year term expiring at the 2027 annual meeting.
Did shareholders approve executive compensation?
Yes. The advisory vote on executive compensation received 144,597,913 votes for, 6,488,259 against, 344,751 abstentions, and 20,051,410 broker non-votes.
Which auditor did shareholders ratify?
The filing states that shareholders ratified the appointment of the independent registered public accountants, with 163,094,880 votes for, 8,191,181 against, and 196,272 abstentions. The filing does not name the firm in this report.
Which director nominee had the most opposition?
Roger C. Hochschild had the most votes against, at 14,810,683, along with 136,477,018 votes for and 143,222 abstentions. He was still elected.
04—Continue