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): January 28, 2021
Commission File Number |
| Name of Registrant, Address of Principal Executive Offices and Telephone Number |
| State of Incorporation |
| IRS Employer Identification No. |
1-16681 |
| Spire Inc. |
| Missouri |
| 74-2976504 |
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:
☐ 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 Exchange Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
|
|
|
|
|
Common Stock $1.00 par value |
| SR |
| New York Stock Exchange LLC |
|
|
|
|
|
Depositary Shares, each representing a 1/1,000th interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share |
| SR.PRA |
| New York Stock Exchange LLC |
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’s annual meeting of shareholders was held virtually on January 28, 2021. A total of 47,158,658 common shares, constituting 91.29% of the shares entitled to vote, were present or represented by proxy at the meeting. At the meeting, the shareholders cast their votes as follows:
Proposal 1 – Election of Directors
The three (3) nominees for director, each to serve for a three (3) year term expiring at the annual meeting in 2024, received the following vote:
| Number of Votes | ||
| For | Withheld | Broker Non-Votes |
Mark A. Borer | 41,612,371 | 526,848 | 5,019,439 |
Maria V. Fogarty | 41,461,805 | 677,414 | 5,019,439 |
Stephen S. Schwartz | 41,540,324 | 598,895 | 5,019,439 |
Proposal 2 – Advisory Vote on Executive Compensation
Advisory vote to approve the compensation of the Company’s named executive officers received the following vote:
Number of Votes | |||
For | Against | Abstain | Broker Non-Votes |
40,507,852 | 1,487,925 | 143,442 | 5,019,439 |
Proposal 3 – Ratification of the Selection of Independent Registered Public Accounting Firm
The ratification of Deloitte & Touche LLP to serve as independent registered public accountants for fiscal year 2021 received the following vote:
Number of Votes | ||
For | Against | Abstain |
45,698,221 | 1,379,044 | 81,393 |
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.
|
|
| Spire Inc. | |
Date: | February 1, 2021 |
| By: |
/s/ Ellen L. Theroff |
|
|
|
| Ellen L. Theroff Vice President, Chief Governance Officer and Corporate Secretary |
