Sherwin-Williams shareholders approve 2025 equity plan and eliminate supermajority voting

SHERWIN WILLIAMS CO

Shareholders approved 2025 Equity Plan authorizing 21,969,555 shares; non-employee director compensation capped at $750,000/year.
Charter amended to eliminate supermajority requirements; most matters now require only majority vote.
All nine director nominees elected; CEO Heidi G. Petz received ~191M votes in favor.
Say-on-pay approved with ~183.5M for, ~17.9M against; Ernst & Young ratified as auditor.
Amended and Restated Charter filed with Ohio Secretary of State effective April 17, 2025.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SHERWIN WILLIAMS CO: Shareholders approved amendments to the Charter to eliminate supermajority voting requirements, reducing the required vote from two-thirds to a majority of voting power (effective 2025-04-17).

Change: charter amendment
Effective: 2025-04-17

Exact text from the filing

At the Annual Meeting, the Company's shareholders approved amendments to the Sherwin-Williams Amended and Restated Articles of Incorporation, as amended (the “Charter”), to eliminate supermajority voting requirements from the Charter.

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Source: SEC EDGAR

accession 0000089800-25-000076

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