01—Abstract
Summary
Summary of the 8-K filed May 16, 2024. Cited figures are marked; the original filing is the authoritative source.
On May 15, 2024, Reliance, Inc. held its Annual Meeting of Stockholders by live webcast, with 50,921,721 shares represented in person or by proxy, or 88.67%a of total shares outstanding as of the record date.
Stockholders elected all eight nominees to the Board of Directors, approved on an advisory basis the compensation of the named executive officers, and ratified KPMG LLP as the independent registered public accounting firm for fiscal 2024. Stockholders also approved Amendment No. 2 to the Reliance, Inc. Second Amended and Restated 2015 Incentive Award Plan, which extends the plan's duration by five years through 2030. The material terms of the amended plan were described under Proposal No. 4 in the company's April 3, 2024 proxy statement, and the full amended plan is filed as Exhibit 10.1 to this report.
For investors, the filing is primarily a governance update: director elections and the say-on-pay vote were approved, and the incentive plan now runs through 2030. The filing does not report financial results or operating performance.
02—Key points
Key Highlights
- Annual Meeting held May 15, 2024 by live webcast, with 88.67% of total shares outstanding represented.
- All eight director nominees were elected to serve until the next Annual Meeting, including Lisa L. Baldwin, Karen W. Colonias, Frank J. Dellaquila, Mark V. Kaminski, Karla R. Lewis, Robert A. McEvoy, David W. Seeger and Douglas W. Stotlar.
- Advisory say-on-pay proposal approved, with 45,486,561 votes for, 1,742,917 against and 47,653 abstentions.
- KPMG LLP ratified as independent registered public accounting firm for fiscal 2024, with 50,230,150 votes for, 624,481 against and 67,090 abstentions.
- Amendment No. 2 to the Second Amended and Restated 2015 Incentive Award Plan approved, extending its duration by five years through 2030, with 45,679,584 votes for, 1,543,015 against and 54,532 abstentions.
- Full amended plan filed as Exhibit 10.1; its terms were previously described in Proposal No. 4 of the April 3, 2024 proxy statement.
03—Questions
Frequently Asked Questions
When and how was the Annual Meeting held?
The Annual Meeting of Stockholders was held on May 15, 2024 via live webcast. A total of 50,921,721 shares were represented in person or by proxy, or 88.67% of total shares outstanding as of the record date.
Who was elected to the Board of Directors?
All eight nominees were elected to hold office until the next Annual Meeting of Stockholders: Lisa L. Baldwin, Karen W. Colonias, Frank J. Dellaquila, Mark V. Kaminski, Karla R. Lewis, Robert A. McEvoy, David W. Seeger and Douglas W. Stotlar. Vote counts for each nominee are listed in the filing; Douglas W. Stotlar received the most votes against, at 4,040,357.
What changed in the Incentive Award Plan?
Stockholders approved Amendment No. 2 to the Second Amended and Restated 2015 Incentive Award Plan, extending its duration by five years through 2030. The full amended plan is filed as Exhibit 10.1 to the 8-K.
Did stockholders approve executive compensation?
Yes. The advisory proposal on the compensation of the named executive officers was approved with 45,486,561 votes for, 1,742,917 against, 47,653 abstentions and 3,644,590 broker non-votes.
Who is the company's independent auditor for 2024?
Stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm for the 2024 fiscal year, with 50,230,150 votes for, 624,481 against and 67,090 abstentions.
04—Continue