---
schema_version: "secwatch.filing_event.v1"
accession: "0000091142-24-000128"
form_type: "8-K"
ticker: "AOS"
cik: "0000091142"
company_name: "SMITH A O CORP"
filed_at: "2024-04-15T23:59:59+00:00"
generated_at: "2026-06-03T23:14:09.904030+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# A. O. Smith annual meeting: directors elected, comp approved, proposal defeated

## Summary
- Directors elected: Victoria M. Holt had 45.2M for, 56.0M withheld; Dr. Ilham Kadri 33.5M for, 67.6M withheld.
- Advisory vote on executive compensation passed: 34.6M for, 1.2M against.
- Ratification of Ernst & Young as auditor approved: 35.4M for, 1.0M against.
- Stockholder proposal on hiring formerly incarcerated people defeated: 2.4M for, 33.3M against.

## SEC filing metadata
- accession: 0000091142-24-000128
- form_type: 8-K
- ticker: AOS
- cik: 0000091142
- company_name: SMITH A O CORP
- filed_at: 2024-04-15T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/0000091142-24-000128-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/aos-20240409.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000091142-24-000128
- JSON: https://secwatch.observer/filing/0000091142-24-000128.json
- Plain text: https://secwatch.observer/filing/0000091142-24-000128.txt

## Key facts
- Shareholder Votes
  SMITH A O CORP shareholders approved Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024 at the 2024-04-09 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-04-09
  source text: The voting results for the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2024, were as follows: Total Votes For 35,439,034 Against 1,002,466 Abstain 9,806 Broker Non-Votes 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/0000091142-24-000128-index.htm
- Shareholder Votes
  SMITH A O CORP shareholders approved Election of Directors at the 2024-04-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-04-09
  source text: A. O. Corporation (the “Company”) held its Annual Meeting of Stockholders on April 9, 2024, for the purposes of the election of the Company’s Board of Directors
  evidence_url: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/0000091142-24-000128-index.htm
- Shareholder Votes
  SMITH A O CORP shareholders rejected Stockholder proposal requesting a Board report on our hiring practices with respect to formerly incarcerated people at the 2024-04-09 meeting.
  - Outcome: failed
  - Meeting: 2024-04-09
  source text: The voting results for a stockholder proposal requesting a Board report on our hiring practices with respect to formerly incarcerated people were as follows: Total Votes For 2,421,076 Against 33,258,311 Abstain 90,526 Broker Non-Votes 681,393
  evidence_url: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/0000091142-24-000128-index.htm
- Shareholder Votes
  SMITH A O CORP shareholders approved Advisory vote to approve the compensation of our named executive officers at the 2024-04-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-04-09
  source text: The advisory voting results for the approval of the compensation of our named executive officers were as follows: Total Votes For 34,550,676 Against 1,202,529 Abstain 16,709 Broker Non-Votes 681,393
  evidence_url: https://www.sec.gov/Archives/edgar/data/91142/000009114224000128/0000091142-24-000128-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.