Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 26, 2017

 

 

Air Products and Chemicals, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   1-4534   23-1274455

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

7201 Hamilton Boulevard, Allentown, Pennsylvania   18195-1501
(Address of Principal Executive Offices)   (Zip Code)

(610) 481-4911

Registrant’s telephone number, including area code

not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.07.   Submission of Matters to a Vote of Security Holders.

On January 26, 2017, the Company held its Annual Meeting of Shareholders. The total number of shares represented at the meeting by valid proxies and ballots was 187,863,779 shares, which is 86.4% of the shares of stock entitled to vote at the meeting and which constituted a quorum. The final voting results for the matters submitted to a vote of shareholders at the Annual Meeting follow.

 

1. Election of Directors. Each of the nominees for director was elected to serve until the Company’s 2018 Annual Meeting, or until his or her earlier death, resignation, or retirement. The vote results were as follows, with each nominee having received at least 98.1% of the votes cast for his or her election:

 

Nominee

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

Susan K. Carter

  169,016,479   1,203,879   396,902   17,246,519

Charles I. Cogut

  169,466,153   749,619   401,488   17,246,519

Chadwick C. Deaton

  168,234,492   1,963,786   418,982   17,246,519

Seifollah Ghasemi

  165,857,346   3,141,073   1,618,841   17,246,519

David H.Y. Ho

  169,314,162   1,056,826   246,272   17,246,519

Margaret G. McGlynn

  168,607,369   1,583,003   426,888   17,246,519

Edward L. Monser

  169,156,375   1,039,311   421,574   17,246,519

Matthew H. Paull

  169,365,451   815,721   436,088   17,246,519

 

2. Advisory Vote on Executive Officer Compensation. The shareholders approved on an advisory basis the compensation of the Executive Officers by the votes set forth in the table below.

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

165,405,059

(97.3% of the votes cast)

 

4,613,664

 

598,537

 

17,246,519

 

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3. Frequency of Advisory Vote on Executive Officer Compensation. The shareholders approved, on an advisory basis, the holding of an advisory vote on executive compensation every one year by the votes set forth in the table below.

 

1 Year

 

2 Years

 

3 Years

 

Abstain

 

Broker Non-Votes

152,221,659

(89.5% of the votes cast)

  454,138   17,449,507   491,956   17,246,519

 

4. Ratification of Appointment of Independent Auditors. The appointment of KPMG LLP as the Company’s independent registered public accountants for the fiscal year ending September 30, 2017 was ratified by the shareholders by the votes set forth in the table below.

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

185,777,744

(99% of the votes cast)

  1,840,067   245,968   0

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Air Products and Chemicals, Inc.
    (Registrant)
Dated: January 31, 2017     By:   /s/    Mary T. Afflerbach        
      Mary T. Afflerbach
      Vice President, Corporate Secretary, Chief Governance Officer and Interim General Counsel

 

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