8-KShareholder Matters

Vertiv Holdings Co 8-K Report, Shareholder Vote Results (Jun 21, 2024)

Filed June 21, 2024For Securities:VRT

Summary

Vertiv Holdings Co. (VRT) held its 2024 Annual Meeting of Stockholders on June 19, 2024, with approximately 82.39% of outstanding shares represented. The meeting's primary outcomes involved the election of directors, advisory approval of executive compensation, and ratification of the independent auditor. All submitted proposals received strong support from stockholders, indicating general confidence in the company's governance and direction. Key results include the election of all eleven director nominees, with the majority receiving substantial "For" votes and relatively low "Withhold" votes, though one nominee, Joseph van Dokkum, saw a higher proportion of "Withhold" votes. The compensation of named executive officers was also approved on an advisory basis, and the appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2024 was overwhelmingly ratified. These outcomes suggest a stable and supportive shareholder base.

Key Highlights

  • 1All eleven director nominees were elected to the Board of Directors for one-year terms.
  • 2The advisory vote on the compensation of named executive officers received strong majority approval.
  • 3The appointment of Ernst & Young LLP as the independent registered public accounting firm for FY2024 was ratified with overwhelming support.
  • 4A significant majority of outstanding shares (82.39%) were represented at the virtual-only Annual Meeting, ensuring a quorum.
  • 5Director nominee Joseph van Dokkum received a notably higher number of 'Withhold' votes (102,182,681) compared to other nominees, though still passed.
  • 6Broker non-votes were a factor in the director elections, totaling 35,020,682 shares across all nominees.

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