8-K

STRYKER CORP (SYK)

8-K 2021-05-11 For: 2021-05-05
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Added on April 02, 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 (Date of earliest event reported): May 5, 2021

syk-20210505_g1.jpg

STRYKER CORPORATION

(Exact name of registrant as specified in its charter)

Michigan 001-13149 38-1239739
(State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
2825 Airview Boulevard, Kalamazoo, Michigan 49002
(Address of principal executive offices) (Zip Code)
(269) 385-2600
(Registrant’s telephone number, including area code)

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(s) Name of each exchange on which registered
Common Stock, $.10 Par Value SYK New York Stock Exchange
1.125% Notes due 2023 SYK23 New York Stock Exchange
0.250% Notes due 2024 SYK24A New York Stock Exchange
2.125% Notes due 2027 SYK27 New York Stock Exchange
0.750% Notes due 2029 SYK29 New York Stock Exchange
2.625% Notes due 2030 SYK30 New York Stock Exchange
1.000% Notes due 2031 SYK31 New 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 SECURITY HOLDERS

At the Company's Annual Meeting of Shareholders held on May 5, 2021, shareholders voted on five proposals and cast their votes as follows:

| 1) | All ten directors were elected to serve until the next Annual Meeting of Shareholders and until their successors have been duly elected and qualified based upon the following votes: | | --- | --- || | Shares | | | | | --- | --- | --- | --- | --- | | Name | For | Against | Abstain | Broker Non-Votes | | Mary K. Brainerd | 300,626,360 | 3,232,402 | 438,712 | 29,641,007 | | Giovanni Caforio, M.D. | 303,146,598 | 705,724 | 445,152 | 29,641,007 | | Srikant M. Datar, Ph.D. | 299,842,575 | 4,013,249 | 441,650 | 29,641,007 | | Allan C. Golston | 302,360,008 | 1,497,995 | 439,471 | 29,641,007 | | Kevin A. Lobo | 292,357,426 | 10,905,740 | 1,034,308 | 29,641,007 | | Sherilyn S. McCoy | 249,959,549 | 53,887,530 | 450,395 | 29,641,007 | | Andrew K. Silvernail | 299,462,713 | 4,360,432 | 474,329 | 29,641,007 | | Lisa M. Skeete Tatum | 300,523,561 | 3,318,402 | 455,511 | 29,641,007 | | Ronda E. Stryker | 299,072,521 | 4,835,978 | 388,975 | 29,641,007 | | Rajeev Suri | 300,430,354 | 3,407,099 | 460,021 | 29,641,007 || 2) | The appointment of Ernst & Young LLP as our independent registered public accounting firm for 2021 was ratified based upon the following votes: | | --- | --- || Shares | | | | --- | --- | --- | | For | Against | Abstain | | 315,884,858 | 17,386,717 | 666,906 || 3) | The advisory vote on the resolution relating to compensation of our named executive officers was approved based upon the following votes: | | --- | --- || Shares | | | | | --- | --- | --- | --- | | For | Against | Abstain | Broker Non-Votes | | 286,805,009 | 16,629,208 | 863,257 | 29,641,007 || 4) | The shareholder proposal related to workforce involvement in corporate governance was not approved based upon the following votes: | | --- | --- || Shares | | | | | --- | --- | --- | --- | | For | Against | Abstain | Broker Non-Votes | | 12,186,798 | 290,474,442 | 1,636,234 | 29,641,007 || 5) | The shareholder proposal related to special shareholder meetings was not approved based upon the following votes: | | --- | --- || Shares | | | | | --- | --- | --- | --- | | For | Against | Abstain | Broker Non-Votes | | 106,138,602 | 197,102,817 | 1,056,055 | 29,641,007 |

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 hereunto duly authorized.

STRYKER CORPORATION
(Registrant)
Date: May 11, 2021 /s/ SEAN C. ETHERIDGE
Sean C. Etheridge
Vice President, Corporate Secretary