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(Address of principal executive offices, including Zip Code)
(i925)
i460-3600
(Registrant’s telephone number, including area code)
_______________________________________________
Check the appropriate box below if the Form 8-K 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
Name of each exchange on which registered
iCommon Stock, $.10 par value
iCOO
iNasdaq
Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 to Section 13(a) of the Exchange Act. ☐
ITEM 5.07. Submission of Matters to a Vote of Security Holders.
On
March 19, 2024, The Cooper Companies, Inc. (“Cooper”) held its Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in Cooper’s definitive Proxy Statement filed with the Securities and Exchange Commission (“SEC”) on February 2, 2024. Votes were cast by the stockholders as set forth below.
Proposal 1 – Election of Directors
The following individuals were elected to serve as directors of Cooper until the 2025 Annual Meeting of Stockholders and until their successors have been duly elected and qualified.
Nominee
For
Against
Broker
Non-Votes
Colleen E. Jay
43,007,549
1,418,159
1,275,869
William A. Kozy
41,922,289
2,503,419
1,275,869
Lawrence E. Kurzius
40,479,136
3,946,572
1,275,869
Cynthia
L. Lucchese
43,915,382
510,326
1,275,869
Teresa S. Madden
43,746,369
679,339
1,275,869
Maria Rivas, M.D.
43,910,777
514,931
1,275,869
Robert S. Weiss
41,549,561
2,876,147
1,275,869
Albert
G. White III
44,225,910
199,798
1,275,869
Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
The appointment of KPMG LLP to serve as Cooper’s independent registered public accounting firm for the fiscal year ending October 31, 2024 was ratified.
For
Against
Abstain
Broker
Non-Vote
41,225,096
3,660,265
816,216
-
Proposal 3 – Advisory Vote on Executive Compensation
The stockholders adopted, on an advisory basis, a resolution approving the compensation of Cooper’s Named Executive Officers as presented in the Proxy Statement.
For
Against
Abstain
Broker
Non-Vote
40,001,914
4,406,987
16,807
1,275,869
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Description
104.1
Cover Page Interactive Data File (embedded
within the Inline XBRL document).
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.
