8-K
filed May 16, 2023, 7:59 PM ET
ticker F
CIK 0000037996
other material
confidence high
sentiment neutral
materiality 0.15
Ford shareholders re-elect all 14 directors, approve say-on-pay and 2023 LTIP
FORD MOTOR CO
- All 14 director nominees elected; William E. Kennard received lowest support with 3.73B For vs 797M Against.
- Say-on-pay approved with 4.31B For (95.1% of votes cast excluding broker non-votes).
- 2023 Long-Term Incentive Plan approved with 3.03B For, 1.49B Against (67% approval).
- Recapitalization proposal (one-vote-per-share) rejected with 2.89B Against vs 1.63B For.
- Proposals on child-labor disclosure and animal-testing reporting both rejected by wide margins.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders rejected Consideration of a Recapitalization Plan to Provide that All of the Company’s Outstanding Stock Have One Vote Per Share at the 2023-05-11 meeting.
- Proposal
- charter amendment
- Outcome
- failed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to consideration of a recapitalization plan to provide that all of the Company’s outstanding stock have one vote per share was rejected with the votes shown: For Against Abstain Broker Non-Votes 1,634,597,305 2,892,739,734 26,740,263 1,043,242,135
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders approved Ratification of the Selection of the Independent Registered Public Accounting Firm at the 2023-05-11 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm to audit the books of account and other corporate records of the Company for 2023 was adopted with the votes shown: For Against Abstain Broker Non-Votes 5,472,795,083 107,030,334 17,494,020 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders rejected Reporting on the Company’s Animal Testing Practices at the 2023-05-11 meeting.
- Outcome
- failed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to reporting on the Company’s animal testing practices was rejected with the votes shown: For Against Abstain Broker Non-Votes 219,942,137 4,298,881,892 35,253,273 1,043,242,135
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders approved Election of Directors at the 2023-05-11 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
Proposal One: Election of Directors. Nominee For Against Abstain Broker Non-Votes Kimberly A. Casiano 4,349,881,740 182,668,862 21,526,700 1,043,242,135 Alexandra Ford English 4,305,078,250 230,581,236 18,417,816 1,043,242,135 James D. Farley, Jr. 4,442,687,274 95,458,561 15,931,467 1,043,242,135 Henry Ford III 4,226,916,750 310,653,622 16,506,930 1,043,242,135 William Clay Ford, Jr. 3,876,696,589 656,990,053 20,390,660 1,043,242,135 William W. Helman IV 4,358,199,958 173,630,567 22,246,777 1,043,242,135 Jon M. Huntsman, Jr. 4,323,184,005 211,253,181 19,640,116 1,043,242,135 William E. Kennard 3,729,262,570 797,449,792 27,364,940 1,043,242,135 John C. May 4,020,834,509 511,319,360 21,923,433 1,043,242,135 Beth E. Mooney 4,369,141,593 163,941,985 20,993,724 1,043,242,135 Lynn Vojvodich Radakovich 4,007,067,237 524,980,150 22,029,915 1,043,242,135 John L. Thornton 3,939,641,452 591,719,679 22,716,171 1,043,242,135 John B. Veihmeyer 4,364,186,751 167,246,261 22,644,290 1,043,242,135 John
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders approved Approval of the Company’s 2023 Long-Term Incentive Plan at the 2023-05-11 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to the approval of the Company’s 2023 Long-Term Incentive Plan was approved with the votes shown: For Against Abstain Broker Non-Votes 3,034,075,706 1,490,291,947 29,709,649 1,043,242,135
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders rejected Disclosure of the Company’s Reliance on Child Labor Outside of the United States at the 2023-05-11 meeting.
- Outcome
- failed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to disclosure of the Company’s reliance on child labor outside the United States was rejected with the votes shown: For Against Abstain Broker Non-Votes 286,573,270 4,122,096,892 145,407,140 1,043,242,135
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders approved Advisory Vote by Shareholders to Approve the Compensation of the Named Executives at the 2023-05-11 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to a shareholder non-binding advisory vote to approve the compensation of the Named Executives (“say on pay”) was approved with the votes shown: For Against Abstain Broker Non-Votes 4,307,046,185 222,402,465 24,628,652 1,043,242,135
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FORD MOTOR CO shareholders approved Relating to the Frequency of the Shareholder Advisory Vote to Approve the Compensation of the Named Executives at the 2023-05-11 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
A proposal relating to the frequency of the shareholder advisory say on pay vote to approve the compensation of the Named Executives received a majority of the votes cast in favor of a shareholder advisory vote every 1 YEAR with the votes shown: 1 YEAR 2 YEARS 3 YEARS Abstain Broker Non-Votes 4,467,125,683 14,551,507 57,664,106 14,736,006 1,043,242,135
View on SEC.gov
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