8-K

Allegion plc (ALLE)

8-K 2021-06-08 For: 2021-06-03
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Added on April 10, 2026

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 – June 3, 2021

(Date of earliest event reported)

____________________________________________

ALLEGION PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

____________________________________________

Ireland 001-35971 98-1108930
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (I.R.S. Employer<br>Identification No.)

Block D

Iveagh Court

Harcourt Road

Dublin 2, D02 VH94, Ireland

(Address of principal executive offices, including zip code)

(353)(1) 2546200

(Registrant’s phone number, including area code)

N/A

(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:

☐ 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-2(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 registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol Name of exchange on which registered
Ordinary shares, par value $0.01 per share ALLE New York Stock Exchange
3.500% Senior Notes due 2029 ALLE 3 ½ New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 Security Holders.

At the Annual General Meeting held on June 3, 2021 (the "Annual Meeting"), the shareholders of Allegion plc (the “Company”):

(1) elected all eight of the Company's nominees for director;
(2) provided advisory approval of the compensation of the Company's named executive officers;
(3) approved the appointment of PricewaterhouseCoopers to serve as the Company's independent auditors for the fiscal year ending December 31, 2021 and authorized the Audit and Finance Committee of the Board of Directors to set the auditors' remuneration;
(4) approved renewal of the Board of Directors’ existing authority to issue shares; and
(5) approved renewal of the Board of Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders.

Shares were voted on these proposals as follows:

Proposals 1(a)-(h). Election of eight (8) directors to hold office until the Company's next Annual General Meeting of Shareholders:

Nominees For Against Abstain Broker Non-Vote
(a) Kirk S. Hachigian 66,994,208 9,046,489 43,587 3,639,011
(b) Steven C. Mizell 73,984,318 2,056,272 43,694 3,639,011
(c) Nicole Parent Haughey 75,220,388 820,962 42,934 3,639,011
(d) David D. Petratis 71,587,119 3,412,880 1,084,285 3,639,011
(e) Dean I. Schaffer 74,341,610 1,701,502 41,172 3,639,011
(f) Charles L. Szews 56,757,227 19,284,642 42,415 3,639,011
(g) Dev Vardhan 75,487,176 552,924 44,184 3,639,011
(h) Martin E. Welch III 74,826,500 1,214,093 43,691 3,639,011

Proposal 2. Advisory approval of the compensation of the Company's named executive officers:

For Against Abstain Broker Non-Vote
61,620,624 10,698,309 3,765,351 3,639,011

Proposal 3. Approval of the appointment of PricewaterhouseCoopers as the independent auditors of the Company for the fiscal year ending December 31, 2021 and authorization of the Audit and Finance Committee of the Board of Directors to set the auditors' remuneration:

For Against Abstain Broker Non-Vote
77,308,630 2,374,433 40,232

Proposal 4. Approval of renewal of the Board of Directors’ existing authority to issue shares.

For Against Abstain Broker Non-Vote
75,923,842 3,730,619 68,834

Proposal 5. Approval of renewal of the Board of Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders.

For Against Abstain Broker Non-Vote
79,260,822 367,887 94,586

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ALLEGION PLC<br><br>(Registrant)
Date: June 8, 2021 /s/ Hatsuki Miyata
Hatsuki Miyata<br>Secretary