UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 16, 2022

 

THE COOPER COMPANIES, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		1-8597		94-2657368
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

6101 Bollinger Canyon Road, Suite 500, San Ramon, California 94583
(Address of principal executive offices)

(925) 460-3600

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, $.10 par value		COO		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

ITEM 5.07.

Submission of Matters to a Vote of Security Holders.

On March 16, 2022, The Cooper Companies, Inc. (“Cooper”) held its Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in Cooper’s definitive Proxy Statement filed with the Securities and Exchange Commission (“SEC”) on January 28, 2022. Votes were cast by the stockholders as set forth below.

Proposal 1 – Election of Directors

The following individuals were elected to serve as directors of Cooper until the 2023 Annual Meeting of Stockholders and until their successors have been duly elected and qualified.

 

Nominee		For				Against				Abstain				Broker Non-Vote
Colleen E. Jay			42,652,849				1,355,807				41,951				1,355,727
William A. Kozy			43,067,080				941,184				42,343				1,355,727
Jody S. Lindell			41,570,208				2,436,332				44,067				1,355,727
Teresa S. Madden			43,108,576				899,909				42,122				1,355,727
Gary S. Petersmeyer			43,250,268				757,927				42,412				1,355,727
Maria Rivas, M.D.			43,721,931				286,660				42,016				1,355,727
Robert S. Weiss			42,124,432				1,710,927				215,248				1,355,727
Albert G. White III			43,542,863				466,152				41,592				1,355,727

Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm

The appointment of KPMG LLP to serve as Cooper’s independent registered public accounting firm for the fiscal year ending October 31, 2022 was ratified.

 

For		Against		Abstain		Broker Non-Vote
41,479,156		3,887,954		39,224		—

Proposal 3 – Advisory Vote on Executive Compensation

The stockholders adopted, on an advisory basis, a resolution approving the compensation of Cooper’s Named Executive Officers as presented in the Proxy Statement.

 

For		Against		Abstain		Broker Non-Vote
39,955,258		4,050,984		44,365		1,355,727

SIGNATURE

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.

 

Dated: March 18, 2022