8-K
filed April 28, 2023, 7:59 PM ET
ticker GWW
CIK 0000277135
other
confidence high
sentiment neutral
materiality 0.10
Grainger shareholders elect all 11 director nominees, approve auditor and say-on-pay at annual meeting
W.W. GRAINGER, INC.
- All 11 management director nominees elected; votes for ranged from 38.0M to 41.3M of shares voted.
- Ratification of Ernst & Young as independent auditor for 2023 approved with 45.8M for vs 0.9M against.
- Non-binding advisory vote on executive compensation passed with 38.9M for vs 2.9M against.
- Shareholders selected one-year frequency for future say-on-pay votes (41.2M votes for one year).
- Company will hold annual advisory votes on exec compensation until next frequency vote.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
W.W. GRAINGER, INC. shareholders approved Advisory vote to approve compensation of Named Executive Officers at the 2023-04-26 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-04-26
Exact text from the filing
A non-binding advisory proposal to approve the compensation of the Company’s Named Executive Officers was approved. Of the 46,684,148 shares present or represented by proxy at the meeting, 38,891,638 shares were voted for the proposal, 2,916,396 shares were voted against the proposal and 91,858 shares abstained from voting with respect to the proposal. There were 4,784,256 broker non-votes .
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
W.W. GRAINGER, INC. shareholders approved Advisory vote on frequency of say-on-pay votes at the 2023-04-26 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-04-26
Exact text from the filing
A non-binding advisory proposal to select the frequency of the advisory vote on the compensation of the Company’s Named Executive Officers was voted on. Of the 46,684,148 shares present or represented by proxy at the meeting, 41,177,609 shares were voted for one year, 22,978 shares were voted for two years, 594,801 shares were voted for three years and 104,504 shares abstained from voting with respect to the proposal. There were 4,784,256 broker non-votes.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
W.W. GRAINGER, INC. shareholders approved Ratification of appointment of Ernst & Young LLP as independent auditor at the 2023-04-26 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-04-26
Exact text from the filing
A proposal to ratify the appointment of Ernst & Young LLP as independent auditor of the Company for the year ending December 31, 2023 was approved. Of the 46,684,148 shares present or represented by proxy at the meeting, 45,756,383 shares were voted for the proposal, 898,771 shares were voted against the proposal and 28,994 shares abstained from voting with respect to the proposal .
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
W.W. GRAINGER, INC. shareholders approved Election of Directors at the 2023-04-26 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-04-26
Exact text from the filing
Management’s nominees were elected as directors of the Company for the ensuing year. Of the 46,684,148 shares present in person or represented by proxy at the meeting, the number of shares voted for, the number of shares voted against, the number of abstentions, and the number of broker non-votes were as follows with respect to each of the nominees : Name Votes For Votes Against Abstentions Broker Non-Votes R. C. Adkins 38,028,439 3,795,561 75,892 4,784,256 V. A. Hailey 38,527,187 3,284,253 88,452 4,784,256 K. D. Jaspon 40,986,168 846,820 66,904 4,784,256 S. L. Levenick 38,530,014 3,299,364 70,514 4,784,256 D. G. Macpherson 38,734,897 2,890,953 274,042 4,784,256 N. S. Novich 38,979,285 2,850,185 70,422 4,784,256 B. R. Perez 38,418,396 3,411,403 70,093 4,784,256 E. S. Santi 39,487,640 2,342,202 70,050 4,784,256 S. Slavik Williams 41,235,802 596,766 67,324 4,784,256 L. E. Watson 41,284,644 522,751 92,497 4,784,256 S. A. White 39,231,682 2,575,307 92,903 4,784,256
View on SEC.gov
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