Goldman Sachs Group Inc 8-K, filed Apr 27, 2023
Goldman Sachs Group Inc (GS)
About this 8-K
Goldman Sachs Group Inc filed this 8-K on April 27, 2023, reporting on events of April 26, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
(a) The Annual Meeting was held on April 26, 2023.
(b) The results of the matters submitted to a shareholder vote at the Annual Meeting were as follows:
1. Election of Directors: Our shareholders elected the following 12 directors to each serve a one-year term expiring on the date of our 2024 annual meeting of shareholders or until his or her successor has been duly chosen and qualified.
| For | Against | Abstain | Broker Non-Votes | |||||
| Michele Burns |
238,151,219 | 7,772,619 | 491,042 | 39,095,344 | ||||
| Mark Flaherty |
244,274,601 | 1,654,131 | 486,148 | 39,095,344 | ||||
| Kimberley Harris |
238,994,847 | 6,795,303 | 624,730 | 39,095,344 | ||||
| Kevin Johnson |
243,530,474 | 2,270,022 | 614,384 | 39,095,344 | ||||
| Ellen Kullman |
241,341,714 | 4,580,089 | 493,077 | 39,095,344 | ||||
| Lakshmi Mittal |
217,616,685 | 28,304,833 | 493,362 | 39,095,344 | ||||
| Adebayo Ogunlesi |
240,944,485 | 4,985,081 | 485,314 | 39,095,344 | ||||
| Peter Oppenheimer |
243,241,110 | 2,690,785 | 482,985 | 39,095,344 | ||||
| David Solomon |
235,238,500 | 10,606,219 | 570,161 | 39,095,344 | ||||
| Jan Tighe |
244,003,470 | 1,911,325 | 500,085 | 39,095,344 | ||||
| Jessica Uhl |
244,326,085 | 1,455,320 | 633,475 | 39,095,344 | ||||
| David Viniar |
243,730,093 | 2,231,174 | 453,613 | 39,095,344 |
2. Advisory Vote to Approve Executive Compensation (“Say on Pay”): Our shareholders approved the Say on Pay proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 230,857,589 | 14,771,506 | 785,785 | 39,095,344 |
3. Advisory Vote on the Frequency of Say on Pay Votes: Our shareholders approved “annual” as the frequency of Say on Pay votes.
| 1 Year |
2 Years |
3 Years |
Abstain |
Broker Non-Votes | ||||
| 242,019,058 | 350,254 | 3,540,924 | 504,644 | 39,095,344 |
4. Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm: Our shareholders ratified the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2023.
| For |
Against |
Abstain | ||
| 272,683,185 | 12,497,054 | 329,985 |
5. Shareholder Proposal Regarding a Report on Lobbying. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 87,041,380 | 157,567,826 | 1,805,674 | 39,095,344 |
6. Shareholder Proposal Regarding a Policy for an Independent Chair. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 39,918,975 | 203,965,590 | 2,530,315 | 39,095,344 |
7. Shareholder Proposal Regarding Chinese Congruency of Certain ETFs. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 6,014,791 | 236,982,889 | 3,417,200 | 39,095,344 |
8. Shareholder Proposal Regarding a Racial Equity Audit. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 28,279,693 | 215,031,454 | 3,103,733 | 39,095,344 |
9. Shareholder Proposal Regarding a Policy to Phase Out Fossil Fuel-Related Lending & Underwriting Activities. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 16,798,306 | 226,479,195 | 3,137,379 | 39,095,344 |
10. Shareholder Proposal Regarding Disclosure of 2030 Absolute Greenhouse Gas Reduction Goals. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 30,766,595 | 213,774,989 | 1,873,296 | 39,095,344 |
11. Shareholder Proposal Regarding Climate Transition Report. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 73,253,406 | 171,362,401 | 1,799,073 | 39,095,344 |
12. Shareholder Proposal Regarding Reporting on Pay Equity. Our shareholders did not approve this proposal.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 74,159,775 | 161,863,746 | 10,391,359 | 39,095,344 |
(d) In light of the results of the advisory vote on the frequency of Say on Pay votes, our Board determined that we will continue to hold an advisory Say on Pay vote annually. Our Board will reevaluate this determination after the next shareholder advisory vote on the frequency of Say on Pay votes.
SIGNATURE
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 hereunto duly authorized.
| THE GOLDMAN SACHS GROUP, INC. | ||||||||
| (Registrant) | ||||||||
| Date: April 27, 2023 | By: | /s/ Kathryn H. Ruemmler | ||||||
| Name: | Kathryn H. Ruemmler | |||||||
| Title: | Chief Legal Officer and General Counsel | |||||||