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8-K

Aecom (ACM)

8-K 2024-03-19 For: 2024-03-19
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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C.

20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION

13 OR 15(d) OF THE

SECURITIES EXCHANGE

ACT OF 1934


Date of Report (Date of earliest event reported): March 19, 2024

AECOM

(Exact name of Registrant as specified in its charter)

Delaware 0-52423 61-1088522
(State<br> or Other Jurisdiction (Commission (I.R.S.<br> Employer
of<br> Incorporation) File<br> Number) Identification<br> No.)
13355 Noel Road
--- ---
Dallas , Texas 75240 75240
(Address<br> of Principal<br><br> Executive Offices) (Zip<br> Code)

Registrant’s telephone number, including area code:

(972

) 788-1000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box

below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨  Pre-commencement communications pursuant to Rule 14d-(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registeredpursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common<br> Stock, $0.01 par value ACM New<br> York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company   ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act  ¨

Item 5.07. Submission of Matters to a Vote of SecurityHolders.


The Company held its annual meeting of stockholders on March 19, 2024 (the “2024 Annual Meeting”). The stockholders considered each of the proposals in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on January 29, 2024. Voting results with respect to each proposal submitted at the 2024 Annual Meeting are set forth below.

Proposal1: Stockholders elected the following nominees to the Company’s Board of Directors to serve until the Company’s 2025 annual meeting of stockholders and until the election and qualification of their respective successors:

FOR AGAINST ABSTAIN NON-VOTES
Bradley W. Buss 110,994,562 5,087,302 179,055 9,113,421
Lydia H. Kennard 113,086,672 3,000,527 173,720 9,113,421
Derek J. Kerr 115,892,992 183,901 184,026 9,113,421
Kristy Pipes 113,113,590 2,975,821 171,508 9,113,421
Troy Rudd 115,772,158 314,814 173,947 9,113,421
Douglas W. Stotlar 113,854,970 2,223,456 182,493 9,113,421
Daniel R. Tishman 97,803,973 18,272,135 184,811 9,113,421
Sander van ’t Noordende 112,196,903 3,871,924 192,092 9,113,421
Janet C. Wolfenbarger 114,118,286 1,971,590 171,043 9,113,421

Proposal2: Stockholders ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2024:

FOR AGAINST ABSTAIN
119,151,753 6,067,317 155,270

Proposal 3: Stockholders approved the Company’s executive compensation, on an advisory basis:

FOR AGAINST ABSTAIN NON-VOTES
110,983,342 5,040,412 237,165 9,113,421

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

AECOM
Dated: March 19, 2024 By: /s/<br> David Y. Gan
David Y. Gan
Executive Vice President, Chief Legal Officer