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LEG Leggett & Platt

Filed: 26 May 21, 4:10pm

 

 

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 25, 2021

 

 

LEGGETT & PLATT, INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

Missouri 001-07845 44-0324630

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

No. 1 Leggett Road,

Carthage, MO

 64836
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 417-358-8131

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 (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

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $.01 par value LEG 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.

The Company held its Annual Meeting of Shareholders on May 25, 2021. In connection with this meeting, proxies were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended. Matters voted upon were (i) the election of eleven directors; (ii) the ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021; and (iii) an advisory vote to approve named executive officer compensation as described in the Proxy Statement. The number of votes cast for and against, as well as abstentions and broker non-votes, with respect to each matter, as applicable, are set forth below.

1. Proposal One: Election of Directors. All eleven nominees for director listed in the Proxy Statement were elected to hold office until the 2022 Annual Meeting of Shareholders, or until their successors are elected and qualified, with the following vote:

 

DIRECTOR NOMINEE

  FOR   AGAINST   ABSTAIN   BROKER
NON-VOTE
 

Mark A. Blinn

   98,746,217    739,194    186,243    14,541,878 

Robert E. Brunner

   93,986,116    5,532,667    152,871    14,541,878 

Mary Campbell

   98,840,868    643,309    187,477    14,541,878 

J. Mitchell Dolloff

   94,907,919    4,411,840    351,895    14,541,878 

Manuel A. Fernandez

   95,918,542    3,553,913    199,199    14,541,878 

Karl G. Glassman

   94,346,204    4,970,959    354,491    14,541,878 

Joseph W. McClanathan

   94,928,872    4,563,905    178,877    14,541,878 

Judy C. Odom

   95,600,792    3,919,505    151,357    14,541,878 

Srikanth Padmanabhan

   98,852,530    597,485    221,639    14,541,878 

Jai Shah

   97,589,613    1,860,555    221,486    14,541,878 

Phoebe A. Wood

   95,374,158    4,121,962    175,534    14,541,878 

2. Proposal Two: Ratification of Independent Registered Public Accounting Firm. The ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was approved with the following vote:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER

NON-VOTE

112,781,180 1,342,329 90,023 N/A

3. Proposal Three: Advisory Vote to Approve Named Executive Officer Compensation. The advisory vote to approve the Company’s named executive officer compensation package as described in the “Executive Compensation and Related Matters” section of the Company’s Proxy Statement (commonly known as “Say-on-Pay”) consisted of the following:

 

FOR

 

AGAINST

 

ABSTAIN

  

BROKER

NON-VOTE

94,146,662

 5,048,804 476,188  14,541,878

 

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Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT INDEX

 

Exhibit

No.

  

Description

101.INS  Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document)
101.SCH*  Inline XBRL Taxonomy Extension Schema
101.LAB*  Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*  Inline XBRL Taxonomy Extension Presentation Linkbase
104  Cover Page Interactive Data File (embedded within the inline XBRL document contained in Exhibit 101)

 

*

Denotes filed herewith.

 

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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.

 

  LEGGETT & PLATT, INCORPORATED
Date: May 26, 2021  By: 

/s/ SCOTT S. DOUGLAS

   Scott S. Douglas
   Senior Vice President –
   General Counsel & Secretary

 

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