secwatch / observer
8-K filed April 28, 2023, 7:59 PM ET ticker CHD CIK 0000313927
other confidence high sentiment neutral materiality 0.20

Church & Dwight shareholders approve ESPP, re-elect directors, and adopt annual say-on-pay

CHURCH & DWIGHT CO INC /DE/

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

CHURCH & DWIGHT CO INC /DE/: Amended and restated By-laws to update stockholder list, record dates, electronic communications, meeting procedures, and make clarifying changes (effective 2023-04-27).

Change
bylaw amendment
Effective
2023-04-27
Exact text from the filing
On April 27, 2023, the Company amended and restated the Company’s By-laws (the “By-laws”). The amendments to the By-laws, among other things, (i) add new Section 13 of Article II with respect to stockholder lists, (ii) revise Article II and Article VIII of the By-laws with respect to stockholder record dates, (iii) update the provisions in Article II, Article III, Article V, and Article VI of the By-laws with respect to electronic communications, notices, books and records, and meetings, (iv) revise the provisions in Article II with respect to stockholder meeting procedures and voting, and (v) make certain other clarifying changes.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders approved Advisory Vote to Approve Compensation of the Named Executive Officers.

Proposal
say on pay
Outcome
passed
Exact text from the filing
Proposal No. 2 – Advisory Vote to Approve Compensation of the Named Executive Officers The stockholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in the Proxy Statement for the Annual Meeting. The result of the advisory vote is set forth below: For Against Abstain Broker Non-Votes 160,162,544 31,143,028 1,569,738 22,300,635
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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders rejected Stockholder Proposal.

Outcome
failed
Exact text from the filing
Proposal No. 6 – Stockholder Proposal The stockholders did not approve the stockholder proposal submitted as Proposal 6. The voting results on the proposal were as follows: For Against Abstain Broker Non-Votes 67,018,030 124,768,483 1,088,797 22,300,635
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm.

Proposal
auditor ratification
Outcome
passed
Exact text from the filing
Proposal No. 4 — Ratification of the Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2023. The voting results on the proposal were as follows: For Against Abstain 202,253,969 12,516,884 405,092
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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders approved Advisory Vote on the Frequency of Executive Compensation.

Proposal
say on pay frequency
Outcome
passed
Exact text from the filing
Proposal No. 3 – Advisory Vote on the Frequency of Executive Compensation The stockholders approved the frequency of one-year for the advisory vote on compensation of the Company’s named executive officers. The result of the advisory vote is set forth below: 1-Year 2-Year 3-Year Abstain Broker Non-Votes 189,766,877 254,288 2,269,868 584,277 22,300,635
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders approved Election of Directors.

Proposal
director election
Outcome
passed
Exact text from the filing
Proposal No. 1 — Election of Directors The following nominees were elected by stockholders to serve on the Company’s Board of Directors for a term of one year each, or until their successors are elected and qualified. The voting results for each director nominee were as follows: Nominees For Against Abstain Broker Non-Votes Bradlen L. Cashaw 190,193,843 2,234,763 446,704 22,300,635 Matthew T. Farrell 175,500,041 16,236,173 1,139,096 22,300,635 Bradley C. Irwin 178,420,163 14,017,490 437,657 22,300,635 Penry W. Price 182,630,041 9,801,282 443,987 22,300,635 Susan G. Saideman 184,279,554 8,167,257 428,499 22,300,635 Ravichandra K. Saligram 175,761,859 16,676,923 436,528 22,300,635 Robert K. Shearer 181,937,236 10,498,396 439,678 22,300,635 Janet S. Vergis 181,322,210 11,015,072 538,028 22,300,635 Arthur B. Winkleblack 177,994,253 14,424,952 456,105 22,300,635 Laurie J. Yoler 184,975,118 7,475,134 425,058 22,300,635
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CHURCH & DWIGHT CO INC /DE/ shareholders approved Approval of the Church & Dwight Co., Inc. Employee Stock Purchase Plan.

Proposal
equity plan
Outcome
passed
Exact text from the filing
Proposal No. 5 — Approval of the Church & Dwight Co., Inc. Employee Stock Purchase Plan. The stockholders approved the Church & Dwight Co., Inc. Employee Stock Purchase Plan. The voting results on the proposal were as follows: For Against Abstain Broker Non-Votes 190,489,660 2,058,706 326,944 22,300,635
View on SEC.gov

25 governance changes filed in the last 30 days. Browse all governance changes →

CHURCH & DWIGHT CO INC /DE/ filing history →

Source: SEC EDGAR
accession 0001193125-23-127530
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