Baker Hughes Co current report, 10 May 2019

Baker Hughes Co. 8-K Summary

Business Context and Reporting Period

This Form 8-K Current Report, dated May 10, 2019, details the outcomes of the 2019 Annual Meeting of Stockholders for Baker Hughes, a GE company. The report covers the election of directors, executive compensation approval, auditor ratification, and subsequent Board of Directors leadership appointments.

Key Financial Metrics

The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and shareholder voting results.

Material Changes and Voting Results

The Annual Meeting resulted in the following outcomes:

  • Director Elections: All nine nominated directors were elected to one-year terms. Notable vote counts included:
    • Gregory L. Ebel: 965,375,460 votes FOR (2,571,649 withheld).
    • James J. Mulva: 964,086,340 votes FOR (3,860,769 withheld).
    • Jamie Miller: 826,560,745 votes FOR (141,386,365 withheld).
    • John G. Rice: 824,011,054 votes FOR (143,936,055 withheld).
  • Executive Compensation: The advisory vote to approve the executive compensation program was approved with 933,765,046 votes FOR and 33,677,772 votes AGAINST.
  • Auditor Ratification: KPMG LLP was ratified as the independent registered public accounting firm for fiscal year 2019 with 992,217,919 votes FOR and 1,673,260 votes AGAINST.
  • Quorum: 994,184,239 shares of Common Stock were represented, constituting a quorum.

Management Commentary and Governance Changes

Following the Annual Meeting, the Board of Directors announced the following leadership changes on May 10, 2019:

  • Chairman of the Board: Lorenzo Simonelli was elected.
  • Lead Director: W. Geoffrey Beattie was elected.
  • Committee Appointments:
    • Audit Committee Chair: Lynn L. Elsenhans.
    • Compensation Committee Chair: John G. Rice.
    • Governance & Nominating Committee Chair: W. Geoffrey Beattie.
    • Conflicts Committee Chair: Clarence P. Cazalot.

Investor Verification Checklist

  • Verify the specific vote counts for directors Jamie Miller and John G. Rice, who received the highest number of withheld votes among the nominees.
  • Confirm the new leadership structure with Lorenzo Simonelli as Chairman and W. Geoffrey Beattie as Lead Director.
  • Review the full proxy statement for details on the executive compensation program that was approved by shareholders.
  • Note that this filing contains no financial performance data; refer to the most recent 10-Q or 10-K for financial metrics.