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): April 28, 2020
THE WILLIAMS COMPANIES, INC.
(Exact name of Registrant as Specified in its Charter)
| | | | |
Delaware | | 1-4174 | | 73-0569878 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
One Williams Center, Tulsa, Oklahoma | | 74172 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (918) 573-2000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K 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)) |
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 Securities Exchange Act of 1934 (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. ☐
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, $1.00 par value | | WMB | | New York Stock Exchange |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The 2020 Annual Meeting of Stockholders of The Williams Companies, Inc. (the “Company”) was held on April 28, 2020, pursuant to due notice. The matters voted upon at the meeting and the results of such voting are set forth below.
1. The nominees for election to the Company’s Board of Directors were elected, each for a term expiring at the Company’s next annual meeting, based on the following votes:
Alan S. Armstrong
For: 890,363,364
Against: 62,104,402
Abstain: 1,048,027
Broker Non-Votes: 110,450,114
Stephen W. Bergstrom
For: 630,126,827
Against: 321,390,735
Abstain: 1,998,230
Broker Non-Votes: 110,450,114
Nancy K. Buese
For: 885,230,532
Against: 67,319,478
Abstain: 965,783
Broker Non-Votes: 110,450,114
Stephen I. Chazen
For: 848,555,800
Against: 103,299,865
Abstain: 1,660,128
Broker Non-Votes: 110,450,114
Charles I. Cogut
For: 850,132,938
Against: 101,685,946
Abstain: 1,696,909
Broker Non-Votes: 110,450,114
Michael A. Creel
For: 889,464,821
Against: 63,000,437
Abstain: 1,050,534
Broker Non-Votes: 110,450,114
Vicki L. Fuller
For: 854,307,238
Against: 95,358,560
Abstain: 3,849,994
Broker Non-Votes: 110,450,114
Peter A. Ragauss
For: 848,329,794
Against: 103,523,326
Abstain: 1,662,672
Broker Non-Votes: 110,450,114
Scott D. Sheffield
For: 877,848,815
Against: 74,662,042
Abstain: 1,004,935
Broker Non-Votes: 110,450,114
Murray D. Smith
For: 885,111,045
Against: 67,356,444
Abstain: 1,048,304
Broker Non-Votes: 110,450,114
William H. Spence
For: 888,117,548
Against: 64,394,597
Abstain: 1,003,647
Broker Non-Votes: 110,450,114
2. The proposal to amend the Company’s 2007 Incentive Plan was approved based on the following votes:
For: 925,990,952
Against: 25,420,875
Abstain: 2,103,966
Broker Non-Votes: 110,450,114
3. The proposal to amend the Company’s 2007 Employee Stock Purchase Plan was approved based on the following votes:
For: 945,977,410
Against: 5,935,690
Abstain: 1,602,692
Broker Non-Votes: 110,450,114
4. The proposal relating to the advisory vote on executive compensation was approved based on the following votes:
For: 736,101,462
Against: 214,980,777
Abstain: 2,433,254
Broker Non-Votes: 110,450,114
Uncast: 300
5. The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 31, 2020 was approved based on the following votes:
For: 1,028,203,756
Against: 34,203,037
Abstain: 1,559,114
Broker Non-Votes: 0
SIGNATURE
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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THE WILLIAMS COMPANIES, INC. |
| | | |
By: | | /s/ Robert E. Riley, Jr. |
| | Robert E. Riley, Jr. |
| | Corporate Secretary |
DATED: April 29, 2020
