KBR, INC. Form 8-K Summary
Business Context and Reporting Period
This Form 8-K, dated May 15, 2019, reports the final results of the voting at KBR, INC.'s Annual Meeting of Stockholders. The meeting was held on May 15, 2019, with a record date of March 22, 2019. As of the record date, 141,448,558 shares of common stock were outstanding and entitled to vote. On the meeting date, holders of 133,483,168 shares were present in person or by proxy.
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 results.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Proposal 1: Election of Directors
- All eight nominees were elected, having received a majority of the shares cast.
- Mark E. Baldwin: 123,087,808 For; 190,745 Against.
- James R. Blackwell: 122,873,921 For; 404,321 Against.
- Stuart J. B. Bradie: 123,079,819 For; 198,437 Against.
- General Lester L. Lyles: 122,350,240 For; 927,807 Against.
- Lt. General Wendy M. Masiello: 123,082,084 For; 196,682 Against.
- Jack B. Moore: 122,542,968 For; 735,073 Against.
- Ann D. Pickard: 123,082,723 For; 195,342 Against.
- Umberto della Sala: 122,857,958 For; 418,739 Against.
- Proposal 2: Advisory Vote on Executive Compensation
- Approved by a majority of shares present.
- Results: 75,596,845 For; 47,658,824 Against; 97,800 Abstentions.
- Proposal 3: Ratification of Independent Auditor
- KPMG LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2019.
- Results: 132,398,341 For; 1,036,815 Against; 48,012 Abstentions.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the total number of shares present (133,483,168) against the outstanding shares (141,448,558) to confirm the participation rate.
- Note the significant "Against" votes on the executive compensation proposal (47.6 million), which may indicate shareholder sentiment regarding pay practices.
- Confirm the successful ratification of KPMG LLP for the 2019 fiscal year.
- Review the specific "Against" vote counts for individual directors, particularly General Lester L. Lyles and Jack B. Moore, who received higher dissent than other nominees.