Current Report Filing (8-k)
May 07 2018 - 4:30PM
Edgar (US Regulatory)
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 3, 2018
ARCHER-DANIELS-MIDLAND COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
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1-44
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41-0129150
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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77 West Wacker Drive, Suite 4600
Chicago, Illinois
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60601
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (312)
634-8100
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):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule
12b-2
of the Exchange Act (17 CFR 240.12b 2).
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.
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Submission of Matters to a Vote of Security Holders.
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On May 3, 2018, Archer Daniels Midland
Company (the Company) held its 2018 Annual Meeting of Stockholders. The following proposals were voted on at the meeting with the following results:
Proposal No. 1
. All nominees for election to the Board of Directors listed in the proxy statement for the 2018 Annual Meeting were elected as
follows:
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Nominee
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For
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Against
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Abstain
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Broker
Non-
Votes
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A. L. Boeckmann
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436,627,950
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17,306,737
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1,340,628
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49,855,610
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M. S. Burke
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450,068,405
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3,869,393
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1,337,517
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49,855,610
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T. K. Crews
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451,276,419
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2,609,133
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1,389,763
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49,855,610
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P. Dufour
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448,019,615
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5,843,549
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1,412,151
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49,855,610
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D. E. Felsinger
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437,489,792
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16,316,904
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1,468,619
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49,855,610
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S. F. Harrison
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447,726,045
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6,116,700
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1,432,570
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49,855,610
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J. R. Luciano
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431,631,512
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21,577,452
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2,066,351
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49,855,610
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P. J. Moore
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427,316,955
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26,451,431
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1,506,929
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49,855,610
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F. J. Sanchez
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450,903,171
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2,827,962
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1,544,182
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49,855,610
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D. A. Sandler
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451,161,907
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2,651,171
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1,462,237
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49,855,610
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D. T. Shih
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447,581,315
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6,231,586
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1,462,414
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49,855,610
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K. R. Westbrook
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374,859,907
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78,844,824
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1,570,584
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49,855,610
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Proposal No. 2
. The appointment of Ernst & Young LLP as independent accountants for the year ending
December 31, 2018 was ratified at the meeting by the following votes:
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For
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Against
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Abstain
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492,217,961
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11,373,875
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1,539,089
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Proposal No. 3
. The compensation of the Companys named executive officers was approved, on an advisory
basis, by the following votes:
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For
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Against
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Abstain
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Broker
Non-
Votes
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428,409,096
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24,117,357
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2,748,862
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49,855,610
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Proposal No. 4
. The stockholders approved the material terms of the ADM Employee Stock Purchase Plan by the
following votes:
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For
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Against
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Abstain
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Broker
Non-
Votes
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449,190,401
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3,883,374
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2,201,540
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49,855,610
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Proposal No. 5
. The stockholders did not approve a stockholder proposal requesting an independent board chairman
as follows:
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For
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Against
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Abstain
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Broker
Non-
Votes
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157,667,824
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295,604,660
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2,002,831
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49,855,610
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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.
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ARCHER-DANIELS-MIDLAND COMPANY
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Date: May 7, 2018
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By
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/s/ D. Cameron Findlay
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D. Cameron Findlay
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Senior Vice President, General Counsel, and Secretary
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