8-KShareholder Matters

AT&T INC. 8-K Report, Shareholder Vote Results (May 1, 2018)

Filed May 1, 2018For Securities:TT-PCTBBT-PA

Summary

This 8-K filing from AT&T Inc. (T) reports the results of its 2018 Annual Meeting of Stockholders held on April 27, 2018. The meeting saw strong participation, with over 81% of outstanding shares represented. All director nominees proposed by the Board of Directors were overwhelmingly elected, with support generally ranging from 94% to 99% of votes cast. Furthermore, key proposals presented by the Board, including the ratification of independent auditors, approval of the Stock Purchase and Deferral Plan, and the 2018 Incentive Plan, all passed with substantial majority support, exceeding 90% in most cases. The advisory vote on executive compensation also received strong backing at over 90%. Conversely, several stockholder-proposed resolutions, concerning lobbying reports, proxy access modifications, independent chair, and written consent requirements, failed to gain majority approval and were defeated.

Key Highlights

  • 1Nearly all director nominees were re-elected with very high levels of stockholder support (94%-99% of votes cast).
  • 2Randall L. Stephenson, Chairman and CEO, received 95.70% of the votes cast for his re-election.
  • 3The ratification of the appointment of independent auditors was approved by a significant majority (97.37% of votes cast).
  • 4Stockholders approved the Stock Purchase and Deferral Plan (96.58% of votes cast) and the 2018 Incentive Plan (91.72% of votes cast).
  • 5The advisory resolution on executive compensation passed with strong support, receiving 90.14% of the votes cast.
  • 6Several stockholder-proposed resolutions, including those on lobbying reports, proxy access, independent chair, and written consent, were defeated with a majority of votes cast against them.

Frequently Asked Questions

The 2018 Annual Meeting of Stockholders for AT&T Inc. saw the overwhelming re-election of all Board-nominated directors and the approval of several key Board-proposed plans and auditor ratification. Stockholder-proposed resolutions generally failed to pass.

Yes, the advisory (non-binding) proposal to approve executive compensation received strong support from stockholders, with 90.14% of the votes cast in favor.

Stockholder proposals focused on lobbying reports, modifying proxy access, appointing an independent chair, and reducing the vote required for written consent. All of these proposals failed to receive the affirmative vote of a majority of the votes cast and were therefore defeated.

Stockholder participation was robust, with 81.75% of AT&T's common shares outstanding as of the record date represented at the meeting, either in person or by proxy.