8-K
At&T Inc. (T)
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 15, 2025
AT&T INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-08610 | 43-1301883 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 208 S. Akard St., Dallas, Texas | 75202 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code (210) 821-4105
(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 (see General Instruction A.2. below):
| ☐ | 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<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Shares (Par Value $1.00 Per Share) | T | New York Stock Exchange |
| Depositary Shares, each representing a 1/1000th interest in a share of 5.000% Perpetual Preferred Stock, Series A | T PRA | New York Stock Exchange |
| Depositary Shares, each representing a 1/1000th interest in a share of 4.750% Perpetual Preferred Stock, Series C | T PRC | New York Stock Exchange |
| AT&T Inc. Floating Rate Global Notes due March 6, 2025 | T 25A | New York Stock Exchange |
| AT&T Inc. 3.550% Global Notes due November 18, 2025 | T 25B | New York Stock Exchange |
| AT&T Inc. 3.500% Global Notes due December 17, 2025 | T 25 | New York Stock Exchange |
| AT&T Inc. 0.250% Global Notes due March 4, 2026 | T 26E | New York Stock Exchange |
| AT&T Inc. 1.800% Global Notes due September 5, 2026 | T 26D | New York Stock Exchange |
| AT&T Inc. 2.900% Global Notes due December 4, 2026 | T 26A | New York Stock Exchange |
| AT&T Inc. 1.600% Global Notes due May 19, 2028 | T 28C | New York Stock Exchange |
| AT&T Inc. 2.350% Global Notes due September 5, 2029 | T 29D | New York Stock Exchange |
| AT&T Inc. 4.375% Global Notes due September 14, 2029 | T 29B | New York Stock Exchange |
| AT&T Inc. 2.600% Global Notes due December 17, 2029 | T 29A | New York Stock Exchange |
| AT&T Inc. 0.800% Global Notes due March 4, 2030 | T 30B | New York Stock Exchange |
| AT&T Inc. 3.150% Global Notes due June 1, 2030 | T 30C | New York Stock Exchange |
| AT&T Inc. 3.950% Global Notes due April 30, 2031 | T 31F | New York Stock Exchange |
| AT&T Inc. 2.050% Global Notes due May 19, 2032 | T 32A | New York Stock Exchange |
| AT&T Inc. 3.550% Global Notes due December 17, 2032 | T 32 | New York Stock Exchange |
| AT&T Inc. 3.600% Global Notes due June 1, 2033 | T 33A | New York Stock Exchange |
| AT&T Inc. 5.200% Global Notes due November 18, 2033 | T 33 | New York Stock Exchange |
| AT&T Inc. 3.375% Global Notes due March 15, 2034 | T 34 | New York Stock Exchange |
| AT&T Inc. 4.300% Global Notes due November 18, 2034 | T 34C | New York Stock Exchange |
| AT&T Inc. 2.450% Global Notes due March 15, 2035 | T 35 | New York Stock Exchange |
| AT&T Inc. 3.150% Global Notes due September 4, 2036 | T 36A | New York Stock Exchange |
| AT&T Inc. 4.050% Global Notes due June 1, 2037 | T 37B | New York Stock Exchange |
| AT&T Inc. 2.600% Global Notes due May 19, 2038 | T 38C | New York Stock Exchange |
| AT&T Inc. 1.800% Global Notes due September 14, 2039 | T 39B | New York Stock Exchange |
| AT&T Inc. 7.000% Global Notes due April 30, 2040 | T 40 | New York Stock Exchange |
| AT&T Inc. 4.250% Global Notes due June 1, 2043 | T 43 | New York Stock Exchange |
| AT&T Inc. 4.875% Global Notes due June 1, 2044 | T 44 | New York Stock Exchange |
| AT&T Inc. 4.000% Global Notes due June 1, 2049 | T 49A | New York Stock Exchange |
| AT&T Inc. 4.250% Global Notes due March 1, 2050 | T 50 | New York Stock Exchange |
| AT&T Inc. 3.750% Global Notes due September 1, 2050 | T 50A | New York Stock Exchange |
| AT&T Inc. 5.350% Global Notes due November 1, 2066 | TBB | 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 |
|---|
Annual Meeting of Stockholders
The 2025 Annual Meeting of the stockholders of AT&T Inc. was held virtually on May 15, 2025. Stockholders representing 5,478,193,265 shares, or 76.08%, of the 7,200,741,471 common shares outstanding as of the March 17, 2025, record date, attended the meeting, or were represented by proxy. Final voting results are shown below.
Each matter was determined by a majority of votes cast, except that the advisory approval of executive compensation was a non-binding proposal.
Election of Directors
The following Directors were elected by the affirmative vote of a majority of the votes cast.
| Votes Cast For | Votes Cast Against | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Nominee for Director | Number | % of<br>Votes<br>Cast | Number | % of<br>Votes<br>Cast | Abstain | Broker<br> <br>Non-Votes | ||||||||
| Scott T. Ford | 4,036,839,645 | 93.79 | % | 267,402,380 | 6.21 | % | 12,874,328 | 1,161,059,537 | ||||||
| William E. Kennard | 4,108,300,726 | 95.51 | % | 193,172,668 | 4.49 | % | 15,651,668 | 1,161,059,537 | ||||||
| Stephen J. Luczo | 4,276,870,677 | 99.37 | % | 27,066,465 | 0.63 | % | 13,183,852 | 1,161,059,537 | ||||||
| Marissa A. Mayer | 4,246,045,701 | 98.66 | % | 57,462,579 | 1.34 | % | 13,607,424 | 1,161,059,537 | ||||||
| Michael B. McCallister | 4,031,859,855 | 93.68 | % | 271,945,787 | 6.32 | % | 13,321,909 | 1,161,059,537 | ||||||
| Beth E. Mooney | 4,001,514,207 | 93.02 | % | 300,314,645 | 6.98 | % | 15,302,325 | 1,161,059,537 | ||||||
| Matthew K. Rose | 4,021,860,732 | 93.44 | % | 282,160,441 | 6.56 | % | 13,101,073 | 1,161,059,537 | ||||||
| John T. Stankey | 3,940,172,156 | 91.54 | % | 364,358,613 | 8.46 | % | 12,599,206 | 1,161,059,492 | ||||||
| Cynthia B. Taylor | 4,139,659,109 | 96.16 | % | 165,319,647 | 3.84 | % | 12,153,781 | 1,161,059,537 | ||||||
| Luis A. Ubiñas | 4,131,566,900 | 96.07 | % | 169,195,789 | 3.93 | % | 16,359,492 | 1,161,059,537 |
Proposals Submitted by Board of Directors
The ratification of the appointment of Independent Auditors received the affirmative vote of a majority of the votes cast and was passed. The advisory approval of executive compensation also received the affirmative vote of a majority of the votes cast in a non-binding vote.
| Votes Cast For | Votes Cast Against | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Proposal | Number | % of Votes<br>Cast | Number | % of Votes<br>Cast | Abstain | Broker<br> <br>Non-Votes | ||||||||
| Ratification of the appointment of Independent Auditors | 5,115,883,640 | 93.67 | % | 345,797,973 | 6.33 | % | 16,509,697 | 0 | ||||||
| Advisory approval of executive compensation | 3,872,588,704 | 90.72 | % | 396,253,670 | 9.28 | % | 48,283,611 | 1,161,059,537 |
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.
| AT&T INC. | ||
|---|---|---|
| Date: May 19, 2025 | By: | /s/ Stacey Maris |
| Stacey Maris | ||
| Senior Vice President, Secretary and Chief Privacy Officer |