--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-138451" form_type: "8-K" ticker: "EFX" cik: "0000033185" company_name: "EQUIFAX INC" filed_at: "2023-05-08T23:59:59+00:00" generated_at: "2026-06-15T14:34:29.494201+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.6 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Equifax shareholders reject say-on-pay at 2023 annual meeting ## Summary - Say-on-pay failed: 63,985,335 against, 47,761,362 for; broker non-votes 4,332,169. - All 10 directors elected; Robert D. Marcus had 12,913,028 votes against. - Shareholders approved annual frequency for future say-on-pay votes (111,157,921 for one-year). - 2023 Omnibus Incentive Plan approved: 108,520,843 for, 3,711,907 against. - Shareholder proposal on racial equity audit rejected: 75,239,491 against, 33,544,714 for. ## SEC filing metadata - accession: 0001193125-23-138451 - form_type: 8-K - ticker: EFX - cik: 0000033185 - company_name: EQUIFAX INC - filed_at: 2023-05-08T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.6 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/d415275d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-138451 - JSON: https://secwatch.observer/filing/0001193125-23-138451.json - Plain text: https://secwatch.observer/filing/0001193125-23-138451.txt ## Key facts - Shareholder Votes EQUIFAX INC shareholders rejected Shareholder Proposal Regarding a Racial Equity Audit at the 2023-05-04 meeting. - Outcome: failed - Meeting: 2023-05-04 source text: 6. Shareholder Proposal Regarding a Racial Equity Audit . A shareholder proposal regarding a racial equity audit was not approved. The vote totals were 33,544,714 shares for, 75,239,491 shares against, 3,636,180 share abstentions and 4,332,169 broker non-votes. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - Shareholder Votes EQUIFAX INC shareholders approved Election of ten directors at the 2023-05-04 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-04 source text: 1. Election of Directors . Shareholders elected ten directors to serve until the next annual meeting of shareholders and until their successors are elected and qualified. The vote totals for each of these individuals is set forth below: Director Shares For Shares Against Shares Abstained Mark W. Begor 112,123,818 230,186 66,381 Mark L. Feidler 106,959,227 5,289,247 171,911 Karen L. Fichuk 112,172,657 157,399 90,329 G. Thomas Hough 111,223,734 1,123,773 72,878 Robert D. Marcus 99,436,483 12,913,028 70,874 Scott A. McGregor 111,534,723 700,807 184,855 John A. McKinley 109,590,168 2,646,924 183,293 Melissa D. Smith 110,144,186 2,198,291 77,908 Audrey Boone Tillman 111,321,130 1,026,612 72,643 Heather H. Wilson 111,643,957 573,790 202,638 There were 4,332,169 broker non-votes with respect to each director nominee listed above. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - Shareholder Votes EQUIFAX INC shareholders approved Approval of the 2023 Omnibus Incentive Plan at the 2023-05-04 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-05-04 source text: 5. Approval of the 2023 Omnibus Incentive Plan . Shareholders approved the 2023 Omnibus Incentive Plan. The vote totals were 108,520,843 shares for, 3,711,907 shares against, 187,635 share abstentions and 4,332,169 broker non-votes. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - Shareholder Votes EQUIFAX INC shareholders rejected Advisory Vote to Approve Named Executive Officer Compensation at the 2023-05-04 meeting. - Proposal: say on pay - Outcome: failed - Meeting: 2023-05-04 source text: 2. Advisory Vote to Approve Named Executive Officer Compensation . Shareholders did not approve, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers. The vote totals were 47,761,362 shares for, 63,985,335 shares against, 673,688 share abstentions and 4,332,169 broker non-votes. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - Shareholder Votes EQUIFAX INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-05-04 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-04 source text: 4. Ratification of Appointment of Independent Registered Public Accounting Firm . Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2023. The vote totals were 112,850,999 shares for, 3,861,875 shares against and 39,680 share abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm - Shareholder Votes EQUIFAX INC shareholders approved Advisory Vote on Frequency of Future Say-on-Pay Votes at the 2023-05-04 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-04 source text: 3. Advisory Vote on Frequency of Future Say-on-Pay Votes . Shareholders approved, on a non-binding, advisory basis, annual frequency for future votes to approve named executive officer compensation. The vote totals were 111,157,921 shares for one-year (i.e. annual) frequency, 40,601 shares for two-year frequency, 1,121,600 shares for three-year frequency and 100,263 share abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/33185/000119312523138451/0001193125-23-138451-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.