8-K/AShareholder Matters

REPUBLIC SERVICES, INC. 8-K/A Report, Shareholder Vote Results (Jul 28, 2017)

Filed July 28, 2017For Securities:RSG

Summary

This filing is an amendment to a previous 8-K report and serves to clarify the company's decision regarding the frequency of shareholder advisory votes on executive compensation. Republic Services, Inc. (RSG) held its 2017 Annual Meeting of Shareholders on May 12, 2017, where shareholders voted on several key matters. The primary purpose of this amendment is to formally announce that, following shareholder recommendation, the Board of Directors has decided to hold an annual advisory vote on executive compensation going forward. This decision aligns with the majority shareholder preference expressed at the meeting.

Key Highlights

  • 1Republic Services, Inc. (RSG) filed an amendment to its 8-K to disclose the company's decision on executive compensation vote frequency.
  • 2Shareholders recommended conducting advisory votes on named executive officer compensation every year.
  • 3The Board of Directors has accepted this recommendation and will hold annual advisory votes on executive compensation.
  • 4All director nominees presented at the May 12, 2017 Annual Meeting were elected with overwhelming support.
  • 5Shareholders approved the compensation of named executive officers in an advisory, non-binding vote.
  • 6The appointment of Ernst & Young LLP as the independent registered public accounting firm for 2017 was ratified with strong approval.
  • 7The filing also discusses a potential Arizona statute's impact on voting, noting it would not have changed the outcome of any shareholder votes even if applied.

Frequently Asked Questions

The main purpose of this 8-K/A filing is to amend a previous 8-K report by formally stating Republic Services, Inc.'s decision regarding the frequency of shareholder advisory votes on executive compensation, following the results of the 2017 Annual Meeting of Shareholders.

Following a shareholder recommendation at the 2017 Annual Meeting, the Board of Directors has decided that there will be an annual advisory vote on the compensation of named executive officers until the next required vote on frequency, which occurs every six years.

Yes, all nominees for election to the Board of Directors were elected with a substantial majority of votes cast at the 2017 Annual Meeting of Shareholders.

The proposal to approve the compensation of the Company's named executive officers received an advisory, non-binding approval from the shareholders, with a significant majority of votes cast in favor.