01—Abstract
Summary
Summary of the 8-K filed May 13, 2024. Cited figures are marked; the original filing is the authoritative source.
Vulcan Materials Company held its annual meeting of shareholders on May 10, 2024.
Of the 132,271,661 shares of common stock eligible to vote, 121,503,401 were represented in person or by proxy, which the filing states constituted a quorum. The filing reports the final results of three shareholder proposals, each described in the Company's 2024 definitive proxy statement filed March 25, 2024. Shareholders elected four directors, Thomas A.
Fanning, J. Thomas Hill, Cynthia L. Hostetler and Richard T.
O'Brien, to three-year terms expiring in 2027. Fanning received 113,373,513 votes for and 1,601,910 against, while Hostetler received 108,957,727 votes for and 5,977,199 against. Shareholders also approved, on an advisory basis, the compensation of the named executive officers, with 111,616,935 votes for, 3,311,994 against and 97,365 abstentions.
Shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024, with 117,778,241 votes for, 3,694,671 against and 30,489 abstentions. The filing reports broker non-votes of 6,477,107 on the director election and say-on-pay proposals, and does not report broker non-votes for the auditor ratification.
02—Key points
Key Highlights
- Annual meeting held May 10, 2024, with 121,503,401 of 132,271,661 eligible shares represented, constituting a quorum.
- Thomas A. Fanning, J. Thomas Hill, Cynthia L. Hostetler and Richard T. O'Brien were elected to three-year terms expiring in 2027.
- Hostetler drew the most opposition among the director nominees, with 5,977,199 votes against and 91,368 abstentions.
- Say-on-pay advisory vote on named executive officer compensation was approved, with 111,616,935 votes for and 3,311,994 against.
- Deloitte & Touche LLP was ratified as independent registered public accounting firm for 2024, with 117,778,241 votes for and 3,694,671 against.
- Broker non-votes of 6,477,107 were recorded on the director election and say-on-pay proposals.
- The filing references the 2024 definitive proxy statement filed March 25, 2024, for detailed descriptions of the proposals.
03—Questions
Frequently Asked Questions
How many shares were eligible to vote and how many participated at the annual meeting?
132,271,661 shares of common stock were eligible to be voted, and 121,503,401 shares were represented in person or by proxy, which constituted a quorum to conduct business.
Who was elected to the board, and for how long?
Thomas A. Fanning, J. Thomas Hill, Cynthia L. Hostetler and Richard T. O'Brien were each elected to a three-year term expiring in 2027.
Did shareholders approve the executive compensation program?
Yes. The advisory say-on-pay vote was approved with 111,616,935 shares voted for, 3,311,994 against, and 97,365 abstentions.
Which accounting firm was approved for 2024?
Shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024, with 117,778,241 shares voted for and 3,694,671 against.
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