Form 8-K Annual Meeting Vote

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 17, 2016



The Charles Schwab Corporation



(Exact name of registrant as specified in its charter)







 

 



Commission File Number:  1-9700

 

Delaware
(State or other jurisdiction
of incorporation)

 

94-3025021
(I.R.S. Employer

Identification No.)



211 Main Street, San Francisco,  CA    94105
(Address of principal executive offices, including zip code) 

(415) 667-7000

(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:





 

☐

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))

 

 



 

Item 5.07

Submission of Matters to a Vote of Security Holders



(a)

The Annual Meeting of Stockholders of The Charles Schwab Corporation (“CSC”) was held on May 17, 2016.



(b)

All nominees for directors were elected, and each nominee received more “for” votes than “against” votes cast for his or her election.  The proposals for ratification of the selection of Deloitte & Touche LLP as CSC’s independent auditors and the advisory vote on executive compensation were approved.  The stockholder proposal requesting disclosure of lobbying policy, procedures and oversight; lobbying expenditures; and participation in organizations engaged in lobbying was not approved.  The stockholder proposal requesting annual disclosure of EEO-1 data was not approved.  The final voting results were as follows:





 

For

Against

Abstain

Broker Non-Vote

1

Election of Directors

 

 

 

 



    (a) John K. Adams, Jr.

 1,081,415,855  11,078,429  1,386,617  52,815,118 



    (b) Stephen A. Ellis

 1,082,057,364  10,916,413  907,124  52,815,118 



    (c) Arun Sarin

 1,080,857,262  11,713,539  1,310,100  52,815,118 



    (d) Charles R. Schwab

 1,049,025,624  44,127,466  727,811  52,815,118 



    (e) Paula A. Sneed

 1,044,815,708  48,169,882  895,311  52,815,118 

2

Ratification of the selection of Deloitte & Touche LLP as independent auditors

 1,135,307,027  10,624,090  764,902  0 

3

Advisory approval of Named Executive Officer compensation

 1,060,800,657  28,049,341  5,029,230  52,816,791 

4

Stockholder proposal requesting disclosure of lobbying policy, procedures and oversight; lobbying expenditures; and participation in organizations engaged in lobbying

 262,580,783  682,647,213  148,652,105  52,815,918 

5

Stockholder proposal requesting annual disclosure of EEO-1 data

 222,251,885  692,049,282  179,578,061  52,816,791 



 

 



Signature(s)



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 CHARLES SCHWAB CORPORATION



 

 



 

 

Date:  May 20, 2016

By:

/s/ Joseph R. Martinetto



 

Joseph R. Martinetto



 

Senior Executive Vice President and

Chief Financial Officer