Xerox Holdings Corp current report, 21 May 2020

Xerox Holdings Corporation Form 8-K Summary

Business context and reporting period

Xerox Holdings Corporation filed a Form 8-K reporting the results of its Annual Meeting of Shareholders held on May 21, 2020. The filing was signed on May 27, 2020. The filing concerns shareholder voting and does not report quarterly or annual financial results.

Key financial and operating metrics

The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating metrics.

Material changes and shareholder votes

  • All seven director nominees were elected: Jonathan Christodoro, Keith Cozza, Joseph J. Echevarria, Nicholas Graziano, Cheryl G. Krongard, Scott Letier, and Giovanni (“John”) Visentin.
  • Shareholders ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2020, with 180,097,430 votes for, 3,728,156 against, and 233,276 abstentions.
  • Shareholders approved, on an advisory basis, the 2019 compensation of the named executive officers, with 112,353,990 votes for, 57,486,182 against, and 1,176,342 abstentions.
  • Shareholders approved the Company’s Performance Incentive Plan, with 162,730,294 votes for, 7,137,819 against, and 1,148,401 abstentions.

Guidance, outlook, risks, and unusual items

The filing provides no financial guidance, outlook, management commentary, risk disclosures, contingencies, or unusual financial items. The relatively high opposition vote on the advisory executive-compensation proposal is a governance item investors may wish to monitor.

Investor verification points

  • Verify the elected director slate and the vote counts, including non-votes reported for director elections.
  • Review the 2020 proxy statement for details of executive compensation and the Performance Incentive Plan.
  • Assess shareholder support for executive compensation, particularly the votes against the advisory proposal.
  • Confirm PwC’s appointment as the company’s independent registered public accounting firm for 2020.