Business Context and Reporting Period
This Form 8-K filing by DNOW Inc. (formerly NOW Inc.) reports on the Annual Meeting of Stockholders held on May 22, 2019. The company is incorporated in Delaware and trades on the New York Stock Exchange under the symbol DNOW.
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 and voting results rather than financial performance.
Material Changes
There are no material financial changes reported in this filing. The primary event is the successful ratification of corporate governance matters by the stockholders.
Guidance, Outlook, and Voting Results
The filing details the approval of three key matters by the stockholders:
- Election of Directors: J. Wayne Richards and Robert Workman were re-elected to three-year terms expiring in 2022.
- Auditor Ratification: Ernst & Young LLP was ratified as the independent auditor for 2019.
- Executive Compensation: The compensation of named executive officers was approved on an advisory basis.
Voting Summary:
| Matter | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Election of J. Wayne Richards | 91,162,411 | 6,705,019 | 40,972 | 7,005,081 |
| Election of Robert Workman | 97,288,778 | 581,019 | 38,605 | 7,005,081 |
| Ratification of Auditors | 104,585,044 | 253,642 | 74,797 | 0 |
| Executive Compensation | 95,888,457 | 1,851,680 | 168,265 | 7,005,081 |
Investor Verification Checklist
- Verify the re-election of directors J. Wayne Richards and Robert Workman for terms expiring in 2022.
- Confirm the appointment of Ernst & Young LLP as the independent auditor for the 2019 fiscal year.
- Note the significant number of broker non-votes (7,005,081) on director elections and executive compensation, indicating shares held by brokers that were not voted on these specific matters.
- Review the company's 10-K or 10-Q filings for actual financial performance data, as this 8-K contains none.