Business Context and Reporting Period
This Form 8-K filing by Arrow Electronics, Inc. reports on the results of the Company's Annual Meeting of Shareholders held on May 10, 2018. The filing details the voting outcomes for director elections, auditor ratification, and executive compensation.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The filing text does not provide a clear value for any financial indicators.
Material Changes
There are no material changes to financial operations or business strategy reported in this document. The primary event is the completion of shareholder voting procedures.
Shareholder Voting Results and Governance
- Quorum: A quorum was present with 79,555,187 shares represented out of 87,633,886 shares outstanding.
- Proposal 1 (Election of Directors): All nine nominees were elected. Notable voting results include:
- Richard S. Hill: Received the highest number of "Withheld" votes (12,023,928) compared to other nominees, though still elected with 64,670,668 "For" votes.
- Steven H. Gunby: Received the fewest "Withheld" votes (216,077).
- All nominees received 2,860,591 broker non-votes.
- Proposal 2 (Auditor Ratification): Shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2018.
- For: 75,884,663 shares
- Against: 3,656,565 shares
- Abstaining: 13,959 shares
- Proposal 3 (Executive Compensation): The advisory vote on executive compensation was approved.
- For: 68,034,903 shares
- Against: 8,444,407 shares
- Abstaining: 215,286 shares
Investor Verification Checklist
- Verify the specific reasons for the elevated "Withheld" votes for director nominee Richard S. Hill by reviewing the full Proxy Statement.
- Confirm the Company's financial performance for the fiscal year ending December 31, 2018, by reviewing the most recent 10-K or 10-Q filings, as this 8-K contains no financial data.
- Review the Proxy Statement for details on the executive compensation package that was subject to the advisory vote.