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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): February 4, 2021
epc-20210204_g1.jpg
EDGEWELL PERSONAL CARE COMPANY

(Exact name of registrant as specified in its charter)

Missouri
1-15401
43-1863181
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

6 Research Drive, Shelton, Connecticut 06484
(Address of principal executive offices)
    
203-944-5500
(Registrant's telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareEPCNew York Stock Exchange

Check the appropriate box below if the Form 8-K filing 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))

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.
Edgewell Personal Care Company (“the Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on Thursday, February 4, 2021. Of the 54,525,037 shares outstanding and entitled to vote at the Annual Meeting, 50,426,416 shares were represented in person or by proxy, constituting a quorum.
The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:
Proposal 1: Management's nominees for director were elected to serve until the Annual Meeting of Shareholders to be held in 2022 or until their respective successors are elected and qualified, by the votes set forth in the table below:
NomineeForAgainstAbstainBroker Non-Votes
Robert W. Black 45,984,258427,87550,7233,963,560
George R. Corbin 46,057,105355,43450,3173,963,560
Daniel J. Heinrich 45,969,703459,92733,2263,963,560
Carla C. Hendra45,570,014843,46949,3733,963,560
John C. Hunter, III45,747,114681,85133,8913,963,560
James C. Johnson45,212,1551,200,43350,2683,963,560
Rod R. Little 46,072,871357,68932,2963,963,560
Joseph D. O’Leary 46,050,029363,06949,7583,963,560
Rakesh Sachdev42,267,5744,114,31750,9653,963,560
Swan Sit46,305,015106,22451,6173,963,560
Gary K. Waring 45,953,160459,01050,6863,963,560

Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2021 was ratified by the shareholders by the votes set forth in the table below:

ForAgainstAbstain
48,385,5191,981,57959,318
Proposal 3: The Company's executive compensation, as described in the Company's Proxy Statement, was approved by the non-binding advisory votes of the shareholders as set forth in the table below:

ForAgainstAbstainBroker Non-Votes
41,700,8373,300,2851,461,7343,963,560

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

EDGEWELL PERSONAL CARE COMPANY

By:  /s/ Marisa Iasenza
Marisa Iasezna
Chief Legal Officer

Dated: February 5, 2021