Document




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): April 19, 2018
 

THE AES CORPORATION
(Exact name of Registrant as specified in its charter)

 

 
 
 
 
 
Delaware
 
001-12291
 
54-1163725
(State or other jurisdiction
of incorporation)
 
Commission
File Number
 
(IRS Employer
Identification No.)
 
 
4300 Wilson Boulevard, Suite 1100
Arlington, Virginia
 
22203
(Address of principal executive offices)
 
(Zip code)

Registrant’s telephone number, including area code: (703) 522-1315
 
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.):
 
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o







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

On April 19, 2018, the Company held its Annual Meeting in Arlington, Virginia. The results of the matters voted on at the Annual Meeting are provided below.

Proposal 1: The election of ten directors to hold office for a one-year term expiring at the annual meeting in 2017 and until their respective successors are elected and qualified:

Director Name
 
For
 
Withhold/
Against
 
Broker
Non-Votes
 
Abstained
Andrés R. Gluski
 
548,150,264
 
12,189,813
 
31,785,254
 
1,256,996
Charles L. Harrington
 
551,627,083
 
8,689,277
 
31,785,254
 
1,280,713
Kristina M. Johnson
 
550,478,382
 
9,874,827
 
31,785,254
 
1,243,864
Tarun Khanna
 
541,315,394
 
19,015,880
 
31,785,254
 
1,265,799
Holly K. Koeppel
 
373,859,575
 
186,471,755
 
31,785,254
 
1,265,743
James H. Miller
 
549,572,050
 
10,730,614
 
31,785,254
 
1,294,409
Alain Monie
 
541,244,177
 
19,097,914
 
31,785,254
 
1,254,982
John B. Morse, Jr.
 
535,892,274
 
24,450,095
 
31,785,254
 
1,254,704
Moisés Naím
 
541,825,823
 
18,508,158
 
31,785,254
 
1,263,092
Jeffrey W. Ubben
 
554,932,517
 
5,380,142
 
31,785,254
 
1,284,414

Proposal 2: The consideration of a nonbinding advisory vote on executive compensation.
For:
535,175,017
Against:
24,593,465
Abstained:
1,828,591
Broker Non-Votes:
31,785,254

Proposal 3: The ratification of Ernst & Young LLP as AES’ Independent Registered Public Accounting Firm for the year 2018.
For:
586,296,680
Against:
5,826,622
Abstained:
1,259,025
Broker Non-Votes:
0

Proposal 4: The ratification of the special meeting provisions in the Company's By-Laws.    
For:
332,708,901
Against:
227,305,937
Abstained:
1,582,235
Broker Non-Votes:
31,785,254

As previously reported by the Company, the stockholder proposal (Proposal 5) seeking an assessment relating to a two degree scenario and impacts on the Company’s business was withdrawn by its proponents effective April 6, 2018 and thus was not presented, nor any vote taken with respect to it, at the Annual Meeting.









SIGNATURE
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.
 

 
 
 
 
 
 
 
 
 
 
 
THE AES CORPORATION
(Registrant)
 
 
 
 
Date: April 20, 2018
 
 
 
By:
 
/s/ Vincent W. Mathis
 
 
 
 
 
 
Senior Vice President Corporate Affairs and Corporate Secretary