COTY INC. Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
A description of the Amended and Restated ELTIP was included in the Company's
definitive proxy statement filed with the
Item 5.07 Other Events
At the Annual Meeting, the Company's stockholders voted on the six proposals
listed below, each of which is described in more detail in the Company's Proxy
Statement. There were 682,215,960 shares of Class A Common Stock and 1,000,000
shares of Series B Preferred Stock, representing 846,019,323 votes in the
aggregate present at the beginning of the Annual Meeting in person or by proxy,
which represented 91.07% of all votes entitled to be voted at the Annual
Meeting, and which constituted a quorum for the transaction of business. Holders
of the Company's Class A Common Stock were entitled to one vote per share held
and holders of the Company's Series B Preferred Stock were entitled to
163.803362 votes per share held as of the close of business on
Final voting results are shown below.
Each proposal was determined by a majority of the aggregate votes cast, except that the election of directors was determined by plurality vote.
1. Election of Directors
The following directors were elected to the Board of Directors of the Company
(the "Board"):
Director For Withheld Broker Non-Votes
Beatrice Ballini 727,565,463 67,122,649 51,331,211
Joachim Creus 790,054,572 4,633,540 51,331,211
Nancy G. Ford 793,303,473 1,384,639 51,331,211
Olivier Goudet 789,459,920 5,228,192 51,331,211
Peter Harf 787,766,167 6,921,945 51,331,211
Johannes Huth 735,738,645 58,949,467 51,331,211
Paul S. Michaels 672,781,614 121,906,498 51,331,211
Sue Y. Nabi 790,987,726 3,700,386 51,331,211
Isabelle Parize 792,751,418 1,936,694 51,331,211
Erhard Schoewel 671,104,998 123,583,114 51,331,211
Robert Singer 789,477,315 5,210,797 51,331,211
Justine Tan 791,221,445 3,466,667 51,331,211
Each of the twelve nominees for director was elected to serve until the next
annual meeting of stockholders or until his or her successor has been elected
and qualified, or until his or her earlier death, resignation or removal. Each
of
--------------------------------------------------------------------------------
2. Approval of the
The stockholders approved the
For Against Abstain Broker Non-Votes
722,123,895 72,119,478 444,739 51,331,211
3. Approval of the
The stockholders approved theAmended and Restated Coty Inc. Stock Plan for Directors: For Against Abstain Broker Non-Votes 774,318,304 19,834,869 534,939 51,331,211
4. Approval of Advisory Resolution on Named Executive Officer Compensation
The stockholders approved the advisory resolution on Named Executive Officer
compensation:
For Against Abstain Broker Non-Votes
662,456,178 131,789,454 442,480 51,331,211
5. Advisory vote on the Frequency of Holding the Vote on the Advisory Resolution on Named Executive Officer Compensation
The stockholders approved, on an advisory basis, a vote EVERY YEAR on the frequency of the vote on the advisory resolution on Named Executive Officer compensation: Every Year Every Two Years Every Three Years Abstain Broker Non-Votes 784,780,817 960,524 7,875,850 1,070,921 51,331,211
Taking into consideration the voting results on this matter at the Annual
Meeting and based on the recommendations of the Board and the
6. Ratification of Appointment of
The stockholders ratified the appointment of
For Against Abstain Broker Non-Votes
836,699,550 8,150,335 1,169,438 0
Item 9.01 Financial Statements and Exhibits
(i)Exhibits:
Exhibit No. Description
10.1 Amended and Restated Coty Inc. Equity and Long-Term Incentive Plan.
Cover Page Interactive Data File (embedded within the Inline XBRL
104 document).
--------------------------------------------------------------------------------
© Edgar Online, source
