--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-140841" form_type: "8-K" ticker: "AA" cik: "0001675149" company_name: "Alcoa Corp" filed_at: "2023-05-10T23:59:59+00:00" generated_at: "2026-06-15T06:35:07.172771+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.5 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Alcoa shareholders elect all 9 directors, approve auditor, say-on-pay, and defeat termination pay proposal ## Summary - All 9 director nominees elected with For votes ranging from 129,031,319 to 132,598,806; broker non-votes 14,515,373. - Ratification of PwC as independent auditor approved: 147,093,764 For, 659,236 Against. - Advisory vote on 2022 CEO compensation approved: 125,747,677 For, 7,448,533 Against. - Frequency of future advisory votes set at one year: 128,397,826 For 1 Year, 4,697,331 For 3 Years. - Non-binding stockholder proposal on termination pay defeated: 51,638,827 For, 81,529,726 Against. ## SEC filing metadata - accession: 0001193125-23-140841 - form_type: 8-K - ticker: AA - cik: 0001675149 - company_name: Alcoa Corp - filed_at: 2023-05-10T23:59:59+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.5 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/d506368d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-140841 - JSON: https://secwatch.observer/filing/0001193125-23-140841.json - Plain text: https://secwatch.observer/filing/0001193125-23-140841.txt ## Key facts - Shareholder Votes Alcoa Corp shareholders approved Ratify the appointment of PricewaterhouseCoopers LLP as Alcoa’s independent auditor for 2023 at the 2023-05-05 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-05 source text: The proposal to ratify the appointment of PricewaterhouseCoopers LLP as Alcoa’s independent auditor for 2023 was approved based upon the following votes: For Against Abstentions Broker Non-Votes 147,093,764 659,236 308,074 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm - Shareholder Votes Alcoa Corp shareholders approved Election of 9 director nominees at the 2023-05-05 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-05 source text: The 9 director nominees nominated by the Alcoa Board of Directors (the “Board”) for election to the Board were elected, each for a one-year term, based upon the following votes: Nominee For Against Abstentions Broker Non-Votes Steven W. Williams 131,474,318 1,756,064 315,319 14,515,373 Mary Anne Citrino 129,031,319 4,198,098 316,284 14,515,373 Pasquale (Pat) Fiore 132,512,973 715,860 316,868 14,515,373 Thomas J. Gorman 129,810,427 3,411,514 323,760 14,515,373 Roy C. Harvey 132,598,806 630,663 316,232 14,515,373 James A. Hughes 129,513,674 3,714,063 317,964 14,515,373 Carol L. Roberts 132,155,314 1,076,090 314,297 14,515,373 Jackson (Jackie) P. Roberts 132,102,003 1,128,028 315,670 14,515,373 Ernesto Zedillo 130,536,728 2,666,659 342,314 14,515,373 evidence_url: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm - Shareholder Votes Alcoa Corp shareholders approved Approve, on an advisory basis, the frequency of future advisory votes on named executive officer compensation at the 2023-05-05 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-05 source text: The proposal to approve, on an advisory basis, the frequency of future advisory votes on named executive officer compensation was approved as every one year based upon the following votes: 1 Year 2 Year 3 Year Abstain Broker Non-Votes 128,397,826 123,408 4,697,331 327,136 14,515,373 evidence_url: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm - Shareholder Votes Alcoa Corp shareholders rejected Non-binding stockholder proposal to subject termination pay to stockholder approval at the 2023-05-05 meeting. - Outcome: failed - Meeting: 2023-05-05 source text: The non-binding stockholder proposal to subject termination pay to stockholder approval was not approved based upon the following votes: For Against Abstentions Broker Non-Votes 51,638,827 81,529,726 377,148 14,515,373 evidence_url: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm - Shareholder Votes Alcoa Corp shareholders approved Approve, on an advisory basis, 2022 named executive officer compensation at the 2023-05-05 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-05 source text: The proposal to approve, on an advisory basis, 2022 named executive officer compensation was approved based upon the following votes: For Against Abstentions Broker Non-Votes 125,747,677 7,448,533 349,491 14,515,373 evidence_url: https://www.sec.gov/Archives/edgar/data/1675149/000119312523140841/0001193125-23-140841-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.