SYK 8-K
Stryker Corp (SYK)
8-K
2023-05-16
For: 2023-05-10
View Original
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 10, 2023
(Exact name of registrant as specified in its charter)
| (State of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||||||||
| (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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | 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 | ||||
At the Company's Annual Meeting of Shareholders held on May 10, 2023, 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 | 310,761,719 | 4,989,306 | 215,700 | 24,790,384 | ||||||||||
| Giovanni Caforio, M.D. | 308,278,846 | 7,463,168 | 224,711 | 24,790,384 | ||||||||||
| Srikant M. Datar, Ph.D. | 308,216,377 | 7,522,232 | 228,116 | 24,790,384 | ||||||||||
| Allan C. Golston | 302,026,545 | 13,715,907 | 224,273 | 24,790,384 | ||||||||||
| Kevin A. Lobo | 302,379,861 | 12,982,665 | 604,199 | 24,790,384 | ||||||||||
| Sherilyn S. McCoy | 311,095,594 | 4,665,737 | 205,394 | 24,790,384 | ||||||||||
| Andrew K. Silvernail | 308,150,779 | 7,585,672 | 230,274 | 24,790,384 | ||||||||||
| Lisa M. Skeete Tatum | 311,815,356 | 3,923,011 | 228,358 | 24,790,384 | ||||||||||
| Ronda E. Stryker | 309,117,495 | 6,683,163 | 166,067 | 24,790,384 | ||||||||||
| Rajeev Suri | 312,111,997 | 3,617,075 | 237,653 | 24,790,384 | ||||||||||
| 2) | The appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023 was ratified based upon the following votes: | ||||
| Shares | ||||||||
| For | Against | Abstain | ||||||
| 316,729,343 | 23,636,548 | 391,218 | ||||||
| 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 | ||||||||
| 275,481,188 | 39,669,362 | 816,175 | 24,790,384 | ||||||||
| 4) | The advisory vote on the frequency of future advisory votes on the Company’s named executive officer compensation: | ||||
| Shares | |||||||||||
| One Year | Two Years | Three Years | Abstain | ||||||||
| 311,571,483 | 446,359 | 3,480,094 | 468,789 | ||||||||
The results of the shareholder vote with respect to the frequency of the advisory vote on executive compensation were consistent with the recommendation of the Company's Board of Directors that such vote be held every year. Accordingly, the Company will hold an annual advisory say-on-pay vote until the next required vote on the frequency of shareholder votes on the compensation of executives.
| 5) | The shareholder proposal related to political disclosure was not approved based upon the following votes: | ||||
| Shares | |||||||||||
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 115,557,988 | 198,401,374 | 2,007,363 | 24,790,384 | ||||||||
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 16, 2023 | /s/ ANDRÉS CEDRÓN | |||||||||
| Andrés Cedrón | |||||||||||
| Vice President, Corporate Secretary | |||||||||||