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 29, 2021
_____________________
CORNING INCORPORATED
(Exact name of registrant as specified in charter)
_____________________
New York | 1-3247 | 16-0393470 |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification No.) |
| | |
One Riverfront Plaza, Corning, New York | 14831 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (607) 974-9000
(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 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) |
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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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☐ | 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:
| | Trading | | Name of each exchange |
Title of each class | | Symbol(s) | | on which registered |
Common Stock | | GLW | | New York Stock Exchange (NYSE) |
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 regular annual meeting of the stockholders of Corning Incorporated (the “Company”) was held in Corning, New York, on April 29, 2021, to vote on the proposals described below. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934. All nominees for director listed below were elected. The term of office for each director will be until the next annual meeting or until their successors shall be elected and qualified.
Proposal 1. Election of Directors. The following Directors were elected by the affirmative vote of a majority of the votes cast:
| | | | | | | | Broker |
Name | | Votes For | | Votes Against | | Abstain | | Non-Votes |
Donald W. Blair | | 545,824,396 | | 2,337,209 | | 1,067,218 | | 99,628,860 |
Leslie A. Brun | | 502,617,411 | | 45,581,517 | | 1,029,895 | | 99,628,860 |
Stephanie A. Burns | | 491,137,586 | | 57,141,435 | | 949,802 | | 99,628,860 |
Richard T. Clark | | 535,786,830 | | 12,363,106 | | 1,078,887 | | 99,628,860 |
Robert F. Cummings, Jr. | | 532,734,731 | | 15,401,521 | | 1,092,571 | | 99,628,860 |
Roger W. Ferguson, Jr. | | 537,108,257 | | 11,118,279 | | 1,002,287 | | 99,628,860 |
Deborah A. Henretta | | 542,929,750 | | 5,326,772 | | 972,301 | | 99,628,860 |
Daniel P. Huttenlocher | | 546,073,356 | | 2,091,650 | | 1,063,817 | | 99,628,860 |
Kurt M. Landgraf | | 524,766,593 | | 23,390,553 | | 1,071,677 | | 99,628,860 |
Kevin J. Martin | | 541,109,948 | | 7,055,146 | | 1,063,729 | | 99,628,860 |
Deborah D. Rieman | | 521,720,555 | | 26,542,465 | | 965,803 | | 99,628,860 |
Hansel E. Tookes II | | 513,221,525 | | 34,870,524 | | 1,136,774 | | 99,628,860 |
Wendell P. Weeks | | 519,721,085 | | 25,092,855 | | 4,414,883 | | 99,628,860 |
Mark S. Wrighton | | 542,208,110 | | 5,954,723 | | 1,065,990 | | 99,628,860 |
In addition, the stockholders voted on the following proposals and cast their votes as described below:
Proposal 2. Advisory Vote to Approve the Company’s Executive Compensation (“Say on Pay”):
| | | Broker |
Votes For | Votes Against | Abstain | Non-Votes |
496,084,124 | 50,192,383 | 2,952,316 | 99,628,860 |
Proposal 3. Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ended December 31, 2021:
| | | Broker |
Votes For | Votes Against | Abstain | Non-Votes |
625,536,820 | 22,307,679 | 1,013,184 | 99,628,860 |
Proposal 4. Approval of the 2021 Long-Term Incentive Plan:
| | | Broker |
Votes For | Votes Against | Abstain | Non-Votes |
528,531,600 | 18,584,845 | 2,112,378 | 99,628,860 |
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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.
| | CORNING INCORPORATED |
| | | | |
| | By: | /s/ Linda E. Jolly | |
| | Name: | Linda E. Jolly | |
| | Title: | Vice President and Corporate Secretary | |
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Date: April 29, 2021 | | | | |
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