--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-062678" form_type: "8-K" ticker: "WCN" cik: "0001318220" company_name: "Waste Connections, Inc." filed_at: "2023-05-19T23:59:59+00:00" generated_at: "2026-06-14T19:35:02.684180+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.3 calibrated_materiality_score: 0.3 confidence: "high" source: SEC EDGAR --- # Waste Connections annual meeting elects all 8 director nominees; Guillet and Razzouk see significant withhold votes ## Summary - All eight director nominees elected; Edward Guillet received 12.72% withhold, William Razzouk 9.66% withhold. - Say-on-pay approved on advisory basis with ~95% of votes cast in favor. - Shareholders elected to hold future say-on-pay votes every year. - Grant Thornton LLP ratified as independent auditor for 2023 with 99.94% for. - Total broker non-votes of 6.67M shares on director elections and say-on-pay. ## SEC filing metadata - accession: 0001104659-23-062678 - form_type: 8-K - ticker: WCN - cik: 0001318220 - company_name: Waste Connections, Inc. - filed_at: 2023-05-19T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.3 - calibrated_materiality_score: 0.3 - confidence: high - sec_items: 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/0001104659-23-062678-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/tm2316336d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-062678 - JSON: https://secwatch.observer/filing/0001104659-23-062678.json - Plain text: https://secwatch.observer/filing/0001104659-23-062678.txt ## Key facts - Shareholder Votes Waste Connections, Inc. shareholders approved Election of eight nominees for director at the 2023-05-19 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-19 source text: The Company’s shareholders (the “ Shareholders ”) elected each of the eight nominees for director by the votes indicated below: Nominee for Director: Total Votes For: Total Votes Withheld: Total Broker Non-Votes: Andrea E. Bertone 222,424,465 559,643 6,669,445 Edward E. “Ned” Guillet 194,627,982 28,356,126 6,669,445 Michael W. Harlan 208,379,070 14,605,038 6,669,445 Larry S. Hughes 222,563,911 420,197 6,669,445 Elise L. Jordan 221,439,274 1,544,834 6,669,445 Susan “Sue” Lee 221,241,377 1,742,731 6,669,445 Ronald J. Mittelstaedt 218,434,526 4,549,582 6,669,445 William J. Razzouk 201,434,147 21,549,961 6,669,445 evidence_url: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/0001104659-23-062678-index.htm - Shareholder Votes Waste Connections, Inc. shareholders approved Ratification of appointment of Grant Thornton LLP as independent registered public accounting firm for 2023 and authorization to fix auditor's remuneration at the 2023-05-19 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-19 source text: The Shareholders approved the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2023 and authorized the Company’s Board of Directors to fix the auditor’s remuneration by the votes indicated below: Total Votes For: 229,522,150 Total Votes Withheld: 131,403 evidence_url: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/0001104659-23-062678-index.htm - Shareholder Votes Waste Connections, Inc. shareholders approved Non-binding advisory vote on frequency of future say on pay votes (every year) at the 2023-05-19 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-19 source text: The Shareholders approved on a non-binding, advisory basis holding future say on pay votes every year by the votes indicated below: Total Votes For Every Year: 216,366,415 Total Votes For Every Two Years: 67,981 Total Votes For Every Three Years: 965,413 Total Votes Abstained: 5,584,299 Total Broker Non-Votes: 6,669,445 evidence_url: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/0001104659-23-062678-index.htm - Shareholder Votes Waste Connections, Inc. shareholders approved Non-binding advisory vote on compensation of named executive officers (say on pay) at the 2023-05-19 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-19 source text: The Shareholders approved on a non-binding, advisory basis the compensation of the Company’s named executive officers as disclosed in the Company’s management information circular and proxy statement in respect of the Meeting (“ say on pay ”), by the votes indicated below: Total Votes For: 212,844,064 Total Votes Against: 9,875,306 Total Votes Abstained: 264,738 Total Broker Non-Votes: 6,669,445 evidence_url: https://www.sec.gov/Archives/edgar/data/1318220/000110465923062678/0001104659-23-062678-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.