UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The 2021 Virtual Annual Meeting of Stockholders (the “Virtual Annual Meeting”) of SunCoke Energy, Inc. (the “Company”) was held on May 13, 2021. At the Virtual Annual Meeting, stockholders holding and entitled to vote 68,351,631 shares of common stock of the Company, or approximately 82.44% of the total outstanding shares of common stock on the record date for the Virtual Annual Meeting, which constituted a quorum, were present in person or by proxy. At the Virtual Annual Meeting, the Company’s stockholders voted on the following matters:
1. On the matter of the election of two directors, Ralph M. Della Ratta, Jr. and Susan R. Landahl, to the class of directors whose term expires in 2024, the vote was as follows:
| Nominee |
Votes For |
Votes Against |
No. of Shares Abstaining | |||
| Ralph M. Della Ratta, Jr. | 56,119,392 | 1,514,982 | 192,152 | |||
| Susan R. Landahl | 41,136,096 | 16,618,992 | 71,438 |
Number of broker non-votes: 10,525,105.
2. On the matter of the amendments to the Company’s Amended and Restated Certificate of Incorporation and its Amended and Restated By-laws to provide for the declassification of the board, the vote was as follows:
| Votes For |
Votes Against |
Votes Abstained | ||
| 57,277,166 | 457,083 | 92,277 |
Number of broker non-votes: 10,525,105.
3. On the matter of the non-binding advisory vote to approve the compensation of the Company’s named executive officers, the vote was as follows:
| Votes For |
Votes Against |
Votes Abstained | ||
| 53,860,612 | 3,787,228 | 178,686 |
Number of broker non-votes: 10,525,105.
4. On the matter of the proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021, the vote was as follows:
| Votes For |
Votes Against |
Votes Abstained | ||
| 67,974,650 | 161,318 | 215,663 |
There were no broker non-votes with respect to this matter.
The results reported above are final voting results.
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 thereunto duly authorized.
| SUNCOKE ENERGY, INC. | ||
| By: | /s/ John J. DiRocco Jr. | |
| John J. DiRocco Jr. | ||
| Vice President, Assistant General Counsel and Corporate Secretary | ||
Date: May 13, 2021