Compass Minerals International Inc 8-K, filed Feb 21, 2023
Compass Minerals International Inc (CMP)
8-K
2023-02-21
For: 2023-02-15
View Original
Added on
April 10, 2026
About this 8-K
Compass Minerals International Inc filed this 8-K on February 21, 2023, reporting on events of February 15, 2023.
Items reported
- Item 5.07: Shareholder vote results
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): February 15, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of principal executive offices)
(913 ) 344-9200
(Registrant's telephone 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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
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 Security Holders.
On February 15, 2023, Compass Minerals International, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders. At the Annual Meeting, the Company’s stockholders voted on the following five proposals and cast their votes as described below.
Proposal 1 — The individuals listed below were elected by the Company’s stockholders to serve as directors of the Company until the next annual meeting of stockholders, or until a successor is duly elected and qualified or his or her earlier death, resignation or removal.
| Director | For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| Kevin S. Crutchfield | 32,798,518 | 567,888 | 35,694 | 3,461,184 | ||||||||||||||||||||||
| Jon A. Chisholm | 32,439,130 | 929,824 | 33,146 | 3,461,184 | ||||||||||||||||||||||
| Richard P. Dealy | 32,345,236 | 1,020,438 | 36,426 | 3,461,184 | ||||||||||||||||||||||
| Edward C. Dowling, Jr. | 32,412,819 | 955,865 | 33,416 | 3,461,184 | ||||||||||||||||||||||
| Eric Ford | 32,000,393 | 1,367,544 | 34,163 | 3,461,184 | ||||||||||||||||||||||
| Gareth T. Joyce | 32,453,991 | 914,601 | 33,508 | 3,461,184 | ||||||||||||||||||||||
| Melissa M. Miller | 32,482,183 | 887,524 | 32,393 | 3,461,184 | ||||||||||||||||||||||
| Joseph E. Reece | 31,751,309 | 1,617,192 | 33,599 | 3,461,184 | ||||||||||||||||||||||
| Shane T. Wagnon | 32,437,330 | 931,270 | 33,500 | 3,461,184 | ||||||||||||||||||||||
| Lori A. Walker | 27,088,132 | 6,254,923 | 59,045 | 3,461,184 | ||||||||||||||||||||||
Proposal 2 — The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as set forth in the Company’s Proxy Statement filed with the Securities Exchange Commission on January 3, 2023 (the “Proxy Statement”).
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 23,200,338 | 10,136,078 | 65,684 | 3,461,184 | |||||||||||||||||
Proposal 3 — The Company’s stockholders approved, on a non-binding, advisory basis, the frequency of advisory approval of the compensation of the Company’s named executive officers, as set forth in the Proxy Statement.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| 32,266,489 | 21,730 | 730,735 | 383,146 | — | ||||||||||||||||||||||
Proposal 4 — The Company’s stockholders did not approve an amendment, described in the Proxy Statement, to the Compass Minerals International, Inc. 2020 Incentive Award Plan.
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 16,545,696 | 16,778,879 | 77,525 | 3,461,184 | |||||||||||||||||
Proposal 5 — The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 36,627,405 | 173,607 | 62,272 | — | |||||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COMPASS MINERALS INTERNATIONAL, INC. | ||||||||
Date: February 21, 2023 | By: | /s/ Lorin Crenshaw | ||||||
Name: Lorin Crenshaw | ||||||||
Title: Chief Financial Officer | ||||||||