Business Context and Reporting Period
This Form 8-K filing by Murphy USA Inc. reports on the results of the annual meeting of stockholders held on May 1, 2019. The filing details the election of directors, the advisory vote on executive compensation, and the ratification of the independent auditor.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting outcomes.
Material Changes
No material financial changes or operational updates are reported in this filing. The document serves to disclose the outcome of shareholder votes.
Outlook, Risks, and Voting Results
The following matters were submitted to a vote of security holders:
- Director Elections: All three Class III director nominees proposed by management were elected. Broker non-votes totaled 2,371,905 shares.
- Executive Compensation: Stockholders approved the advisory, non-binding vote on executive compensation with 26,753,737 shares voted in favor, 431,299 against, and 56,203 abstentions.
- Auditor Ratification: Stockholders approved the appointment of KPMG LLP as the independent registered public accounting firm for the 2019 fiscal year with 29,547,735 shares voted in favor, 19,054 against, and 46,355 abstentions.
Director Vote Tabulation
| Director Nominee | For | Withheld |
|---|---|---|
| R. Andrew Clyde | 27,046,647 | 194,592 |
| David B. Miller | 26,833,099 | 408,140 |
| R. Madison Murphy | 26,814,064 | 427,175 |
Investor Verification Checklist
- Verify the total number of shares outstanding to calculate the percentage of votes cast for each proposal.
- Confirm the specific terms of the engagement with KPMG LLP for the 2019 fiscal year.
- Review the full proxy statement for detailed biographies of the elected directors and the rationale behind the executive compensation package.