--- schema_version: "secwatch.filing_event.v1" accession: "0001466593-23-000118" form_type: "8-K" ticker: "OTTR" cik: "0001466593" company_name: "Otter Tail Corp" filed_at: "2023-04-19T23:59:59+00:00" generated_at: "2026-06-16T23:33:17.620583+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # Otter Tail shareholders elect directors, approve advisory votes and 2023 stock plan ## Summary - Shareholders re-elected John D. Erickson, Nathan I. Partain, and Jeanne H. Crain as directors for three-year terms. - Advisory vote approved executive compensation with 26,134,940 for and 696,211 against. - Shareholders voted for a one-year frequency for future say-on-pay votes (25,511,046 for one year). - Adopted the 2023 Stock Incentive Plan with 26,075,218 votes for and 895,106 against. - Ratified Deloitte & Touche as independent auditor for 2023 (33,237,781 for, 543,757 against). ## SEC filing metadata - accession: 0001466593-23-000118 - form_type: 8-K - ticker: OTTR - cik: 0001466593 - company_name: Otter Tail Corp - filed_at: 2023-04-19T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 5.07, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/ottr-20230416.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001466593-23-000118 - JSON: https://secwatch.observer/filing/0001466593-23-000118.json - Plain text: https://secwatch.observer/filing/0001466593-23-000118.txt ## Key facts - Shareholder Votes Otter Tail Corp shareholders approved Approval, In a Non-Binding Advisory Vote, of Compensation Provided to the Named Executive Officers as Described in the Proxy Statement at the 2023-04-17 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-04-17 source text: Approval, In a Non-Binding Advisory Vote, of Compensation Provided to the Named Executive Officers as Described in the Proxy Statement: Votes For Votes Against Votes Abstained Broker Non-Votes 26,134,940 696,211 412,280 6,702,611 evidence_url: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm - Shareholder Votes Otter Tail Corp shareholders approved Election of Directors at the 2023-04-17 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-04-17 source text: Election of Directors: Director’s Name Votes For Votes Withheld Broker Non-Votes John D. Erickson 26,722,234 521,197 6,702,611 Nathan I. Partain 26,758,332 485,099 6,702,611 Jeanne H. Crain 26,925,494 317,937 6,702,611 All three directors were elected, or re-elected, to serve three-year terms expiring at the time of the 2026 Annual Shareholder Meeting and until their successors are duly elected and qualified. evidence_url: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm - Shareholder Votes Otter Tail Corp shareholders approved Determination, In a Non-Binding Advisory Vote, of Whether Future Shareholder Votes on the Compensation of the Named Executive Officers Should Occur Every One, Two or Three Years at the 2023-04-17 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-04-17 source text: Determination, In a Non-Binding Advisory Vote, of Whether Future Shareholder Votes on the Compensation of the Named Executive Officers Should Occur Every One, Two or Three Years: Votes For One Year Votes For Two Years Votes For Three Years Votes Abstained Broker Non-Votes 25,511,046 358,621 1,216,875 156,889 6,702,611 evidence_url: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm - Shareholder Votes Otter Tail Corp shareholders approved Adoption of the Otter Tail Corporation 2023 Stock Incentive Plan at the 2023-04-17 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-04-17 source text: Adoption of the Otter Tail Corporation 2023 Stock Incentive Plan: Votes For Votes Against Votes Abstained Broker Non-Votes 26,075,218 895,106 273,107 6,702,611 evidence_url: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm - Shareholder Votes Otter Tail Corp shareholders approved Ratification of the Appointment of Deloitte & Touche LLP as Otter Tail Corporation’s Independent Registered Public Accounting Firm for the Year 2023 at the 2023-04-17 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-04-17 source text: Ratification of the Appointment of Deloitte & Touche LLP as Otter Tail Corporation’s Independent Registered Public Accounting Firm for the Year 2023: Votes For Votes Against Votes Abstained Broker Non-Votes 33,237,781 543,757 164,504 — evidence_url: https://www.sec.gov/Archives/edgar/data/1466593/000146659323000118/0001466593-23-000118-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.