UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Section 5 — Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) & (b) Avery Dennison Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual-only format on April 23, 2020. A total of 75,110,458 shares of the Company’s common stock, representing approximately 90% of the 83,295,966 shares outstanding and eligible to vote as of the February 24, 2020 record date for the meeting set by the Company’s Board of Directors (the “Board”), were represented in person or by proxy at the Annual Meeting, constituting a quorum. At the Annual Meeting, the Company’s stockholders (i) elected Bradley Alford, Anthony Anderson, Peter Barker, Mark Barrenechea, Mitchell Butier, Ken Hicks, Andres Lopez, Patrick Siewert, Julia Stewart and Martha Sullivan to the Board for a one-year term expiring at the 2021 Annual Meeting of Stockholders; (ii) approved, on an advisory basis, the Company’s executive compensation; and (iii) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2020.
The final results of the voting for the ten director nominees named in the Company’s proxy statement filed with the Securities and Exchange Commission on March 6, 2020 (the “2020 Proxy Statement”) were as follows:
Director Nominee |
For | Against | Abstain |
Broker Non-Votes |
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Bradley Alford | 69,957,255 | 994,868 | 163,227 | 3,995,108 | ||||
Anthony Anderson | 69,493,351 | 1,459,132 | 162,867 | 3,995,108 | ||||
Peter Barker | 65,137,502 | 5,806,201 | 171,647 | 3,995,108 | ||||
Mark Barrenechea | 46,795,233 | 24,155,877 | 164,240 | 3,995,108 | ||||
Mitchell Butier | 65,998,532 | 4,534,543 | 582,275 | 3,995,108 | ||||
Ken Hicks | 69,568,272 | 1,364,841 | 182,237 | 3,995,108 | ||||
Andres Lopez | 70,311,438 | 615,953 | 187,959 | 3,995,108 | ||||
Patrick Siewert | 65,424,218 | 5,108,981 | 582,151 | 3,995,108 | ||||
Julia Stewart | 66,983,179 | 3,966,558 | 165,613 | 3,995,108 | ||||
Martha Sullivan | 70,551,425 | 398,677 | 165,248 | 3,995,108 |
The final results of the voting for proposals 2 and 3 described in the 2020 Proxy Statement were as follows:
Proposal | For | Against | Abstain |
Broker Non-Votes |
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Approval, on an advisory basis, of the Company’s executive compensation | 67,845,635 | 3,056,530 | 213,185 | 3,995,108 | ||||
Ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2020 | 70,010,097 | 4,532,967 | 567,394 | — |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AVERY DENNISON CORPORATION | ||
Date: April 28, 2020 | By: | /s/ Susan C. Miller |
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Name: Susan C. Miller Title: Senior Vice President, General Counsel and Secretary
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