secwatch / observer
8-K filed April 24, 2023, 7:59 PM ET ticker AGNC CIK 0001423689
other confidence high sentiment neutral materiality 0.15

AGNC shareholders reject three supermajority elimination proposals at 2023 annual meeting

AGNC Investment Corp.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders approved Ratification of appointment of Ernst & Young LLP at the 2023-04-20 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2023-04-20
Exact text from the filing
4. Ratification of appointment of Ernst & Young LLP. The Company’s common stockholders voted to ratify the appointment of Ernst & Young LLP as the Company’s independent public accountant for the year ending December 31, 2023. For Against Abstain Non Votes 401,512,384 4,504,967 2,790,870 —
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders approved Election of Directors at the 2023-04-20 meeting.

Proposal
director election
Outcome
passed
Meeting
2023-04-20
Exact text from the filing
1. Election of Directors. The Company’s common stockholders voted to elect nine (9) Director Nominees to hold office for a term of one (1) year and until his or her successor is duly elected and qualified. Nominee For Against Abstain Non Votes Donna J. Blank 238,538,173 4,090,563 3,006,893 163,172,592 Morris A. Davis 232,371,640 10,282,501 2,981,488 163,172,592 Peter J. Federico 239,032,510 4,058,767 2,544,352 163,172,592 John D. Fisk 237,869,857 4,775,423 2,990,349 163,172,592 Andrew A. Johnson, Jr. 238,596,666 3,984,474 3,054,489 163,172,592 Gary D. Kain 237,913,726 4,638,492 3,083,411 163,172,592 Prue B. Larocca 236,184,519 6,399,216 3,051,894 163,172,592 Paul E. Mullings 237,390,651 5,159,674 3,085,304 163,172,592 Frances R. Spark 238,747,409 3,832,341 3,055,879 163,172,592
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders rejected Amendments to Certificate of Incorporation to eliminate supermajority voting requirements (5C: remove supermajority for removal of directors) at the 2023-04-20 meeting.

Proposal
charter amendment
Outcome
failed
Meeting
2023-04-20
Exact text from the filing
5C: The Company's stockholders did not approve amendments to remove the supermajority voting standard for removal of directors with the following votes: For Against Abstain Non Votes 235,307,271 7,694,089 2,634,269 163,172,592
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders rejected Amendments to Certificate of Incorporation to eliminate supermajority voting requirements (5B: remove supermajority for Bylaws amendments) at the 2023-04-20 meeting.

Proposal
charter amendment
Outcome
failed
Meeting
2023-04-20
Exact text from the filing
5B: The Company's stockholders did not approve amendments to remove the supermajority voting standard for amendments to our Bylaws with the following votes: For Against Abstain Non Votes 233,874,992 8,782,686 2,977,951 163,172,592
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders approved Frequency of Future Advisory Votes on Executive Compensation at the 2023-04-20 meeting.

Proposal
say on pay frequency
Outcome
passed
Meeting
2023-04-20
Exact text from the filing
3. Frequency of Future Advisory Votes on Executive Compensation. The results of the non-binding advisory vote on the frequency of the stockholder vote to approve the compensation of the Company's named executive officers are as set forth below: 1 Year 2 Years 3 Years Abstain Non-Votes 234,182,418 4,114,184 4,588,321 2,750,706 163,172,592
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders rejected Amendments to Certificate of Incorporation to eliminate supermajority voting requirements (5A: remove supermajority for charter amendments) at the 2023-04-20 meeting.

Proposal
charter amendment
Outcome
failed
Meeting
2023-04-20
Exact text from the filing
5A: The Company's stockholders did not approve amendments to remove the supermajority voting standard for certain amendments to our Certificate of Incorporation with the following votes: For Against Abstain Non Votes 234,207,023 8,457,540 2,971,066 163,172,592
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AGNC Investment Corp. shareholders approved Executive Compensation at the 2023-04-20 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2023-04-20
Exact text from the filing
2. Executive Compensation. The Company’s common stockholders voted on an advisory and non-binding basis in favor of approval of the advisory resolution on executive compensation. For Against Abstain Non Votes 231,423,422 10,314,261 3,897,946 163,172,592
View on SEC.gov

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AGNC Investment Corp. filing history →

Source: SEC EDGAR
accession 0001423689-23-000039
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