Registrant’s telephone number, including area code i313-i322-3000
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:
i☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
i☐Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
iCommon
Stock, par value $.01 per share
iF
iNew York Stock Exchange
i6.200%
Notes due June 1, 2059
iFPRB
iNew York Stock Exchange
i6.000%
Notes due December 1, 2059
iFPRC
iNew York Stock Exchange
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 i☐
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. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 13, 2021, our Annual Meeting of Shareholders was held. The matters voted upon and the results of the vote were as follows:
Proposal One: Election of Directors.
Nominee
For
Against
Abstain
Broker
Non-Votes
Kimberly A. Casiano
4,514,296,948
108,493,213
19,341,585
952,452,794
Anthony F. Earley, Jr.
4,238,666,033
382,831,776
20,633,937
952,452,794
Alexandra Ford English
4,427,058,484
198,157,399
16,915,863
952,452,794
James
D. Farley, Jr.
4,563,383,105
61,563,428
17,185,213
952,452,794
Henry Ford III
4,427,782,094
199,730,409
14,619,243
952,452,794
William Clay Ford, Jr.
4,391,273,291
236,528,618
14,329,837
952,452,794
William
W. Helman IV
4,552,909,519
66,552,257
22,669,970
952,452,794
Jon M. Huntsman, Jr.
4,391,158,505
231,545,602
19,427,639
952,452,794
William E. Kennard
4,516,377,816
103,868,395
21,885,535
952,452,794
Beth
E. Mooney
4,567,268,848
54,853,768
20,009,130
952,452,794
John L. Thornton
4,226,796,223
394,107,451
21,228,072
952,452,794
John B. Veihmeyer
4,549,762,116
71,008,997
21,360,633
952,452,794
Lynn
M. Vojvodich
4,564,351,690
56,694,704
21,085,352
952,452,794
John S. Weinberg
4,280,901,205
340,580,923
20,649,618
952,452,794
Proposal Two: Ratification of the Selection of the Independent Registered Public Accounting Firm. A proposal to ratify the selection of PricewaterhouseCoopers LLP as the
Company’s independent registered public accounting firm to audit the books of account and other corporate records of the Company for 2021 was adopted with the votes shown:
For
Against
Abstain
Broker
Non-Votes
5,412,747,531
161,274,390
20,562,619
0
Proposal Three: Relating to an Advisory Vote by Shareholders to Approve the Compensation of the Named Executives.A proposal relating to a shareholder non-binding advisory vote to approve the compensation of the Named Executives was approved with the votes shown:
For
Against
Abstain
Broker
Non-Votes
4,122,863,870
494,221,068
25,046,808
952,452,794
Proposal Four: Relating to Consideration of a Recapitalization Plan to Provide that All of the Company’s Outstanding Stock Have One Vote Per Share. A proposal relating to consideration of a recapitalization plan to provide that all of the Company’s outstanding stock have one vote per share was rejected with the votes
shown:
For
Against
Abstain
Broker Non-Votes
1,672,211,640
2,938,429,721
31,490,385
952,452,794
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.