Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 1, 2020

Huntsman Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-32427	42-1648585
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

10003 Woodloch Forest Drive
The Woodlands, Texas		77380
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:

(281) 719-6000

Not applicable

(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 obligations 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, par value $0.01 per share		HUN		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

(a) The 2020 Annual Meeting of Stockholders of Huntsman Corporation (the “Company”) was held on May 1, 2020 (the “Annual Meeting”).

(b) The record date for the Annual Meeting was March 5, 2020. At the close of business on the record date, there were 222,952,837 shares of the Company’s common stock outstanding, each of which was entitled to one vote on each item of business conducted at the Annual Meeting.

(c) The Company’s stockholders voted on the following four proposals (each described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 20, 2020) at the Annual Meeting and cast their votes as follows:

Proposal 1

The eight nominees named below were elected to serve as directors of the board of directors, to serve until the 2021 Annual Meeting, and the voting results were as follows:

Directors	For		Against		Abstain		Broker Non-Votes
Peter R. Huntsman		175,197,891		8,437,400		198,678		19,994,714
Nolan D. Archibald		173,313,202		10,404,614		116,153		19,994,714
Mary C. Beckerle		181,000,446		2,749,685		83,838		19,994,714
M. Anthony Burns		181,131,004		2,593,812		109,153		19,994,714
Daniele Ferrari		176,729,143		7,014,717		90,109		19,994,714
Sir Robert J. Margetts		179,455,154		4,270,807		108,008		19,994,714
Wayne A. Reaud		173,556,875		10,163,408		113,686		19,994,714
Jan E. Tighe		182,076,580		1,668,139		89,250		19,994,714

Proposal 2

The non-binding advisory vote to approve the compensation of the Company’s named executive officers was approved as set forth below.

For				Against				Abstain				Broker Non-Votes
	145,067,539				38,494,195				272,235				19,994,714

Proposal 3

The appointment of Deloitte& Touche LLP as the independent registered public accounting firm for the year ending December 31, 2020 was ratified, and the voting results were as follows.

For				Against				Abstain
	195,396,219				8,299,444				133,020

Proposal 4

The stockholder proposal to enact stockholder right to act by written consent was defeated by the votes set forth below.

For				Against				Abstain				Broker Non-Votes
	80,355,572				102,781,722				696,675				19,994,714

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.