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.
Ecolab’s Annual Meeting of Stockholders (the “Annual Meeting”) was held on May 5, 2022. A copy of the News Release issued by Ecolab in connection with this report under Item 5.07 is attached as Exhibit (99.1).
At the close of business on March 8, 2022, the record date of the Annual Meeting, Ecolab had 286,296,038 shares of common stock issued and outstanding. At the Annual Meeting, 251,590,340 of the issued and outstanding shares of Ecolab’s common stock were represented in person or by proxy which constituted a majority of the issued and outstanding shares on the record date for the Annual Meeting.
The first proposal voted upon was the election of 12 Directors for a one-year term ending at the annual meeting in 2023. The 12 persons nominated by Ecolab’s board of directors received the following votes and were elected:
For | Against | Abstain | Broker | |||||
Shari L. Ballard | 232,655,186 | 2,697,081 | 435,901 | 15,802,172 | ||||
Barbara J. Beck | 222,671,190 | 11,281,113 | 1,835,865 | 15,802,172 | ||||
Christophe Beck | 217,523,277 | 16,382,841 | 1,882,050 | 15,802,172 | ||||
Jeffrey M. Ettinger | 226,597,563 | 8,610,259 | 580,346 | 15,802,172 | ||||
Arthur J. Higgins | 227,247,715 | 8,055,103 | 485,350 | 15,802,172 | ||||
Michael Larson | 231,836,530 | 3,494,125 | 457,513 | 15,802,172 | ||||
David W. MacLennan | 228,471,058 | 6,766,850 | 550,260 | 15,802,172 | ||||
Tracy B. McKibben | 232,893,395 | 2,453,337 | 441,436 | 15,802,172 | ||||
Lionel L. Nowell, III | 232,769,760 | 2,538,438 | 479,970 | 15,802,172 | ||||
Victoria J. Reich | 219,692,926 | 15,560,429 | 534,813 | 15,802,172 | ||||
Suzanne M. Vautrinot | 230,842,745 | 4,514,443 | 430,980 | 15,802,172 | ||||
John J. Zillmer | 136,733,586 | 97,318,914 | 1,735,668 | 15,802,172 |
The second proposal voted upon was the ratification of the appointment of PricewaterhouseCoopers LLP as Ecolab’s independent registered public accounting firm for the year ending December 31, 2022. The proposal received the following votes and was approved:
For | Against | Abstain | |||
226,363,809 | 24,805,942 | 420,589 |
The third proposal was a vote to approve, on an advisory basis, the compensation of the executives disclosed in the Proxy Statement. The proposal received the following votes and was approved:
For | Against | Abstain | Broker | |||
206,022,097 | 26,446,835 | 3,319,236 | 15,802,172 |
The fourth proposal was a vote to approve a stockholder proposal regarding special meeting ownership threshold. The proposal received the following votes and was not approved:
For | Against | Abstain | Broker | |||
23,654,595 | 210,799,855 | 1,333,718 | 15,802,172 |
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Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits. | |||||||
Exhibit No. | Description | Method of Filing | ||||||
(99.1) | Filed herewith electronically. | |||||||
(104) | Cover Page Interactive Data File. | Embedded within the Inline XBRL document. |
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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.
ECOLAB INC. | ||
Date: May 9, 2022 | By: | /s/ David F. Duvick |
David F. Duvick | ||
Assistant Secretary |
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Exhibit 99.1
News Release
Ecolab Inc.
1 Ecolab Place
St. Paul, Minnesota 55102
www.ecolab.com
ECOLAB ANNUAL MEETING RESULTS ANNOUNCED
ST. PAUL, Minn. – May 5, 2022 – Ecolab Inc. announced today at its annual meeting of stockholders that the slate of twelve director nominees named in the company’s proxy statement was elected for a one-year term ending at its annual meeting of stockholders in May 2022.
In other business during today’s meeting, stockholders ratified the appointment of PricewaterhouseCoopers LLP as Ecolab's independent registered public accounting firm for 2022 and approved, on an advisory basis, the compensation of executives disclosed in the company’s proxy statement. Also at the meeting, a stockholder proposal regarding special meeting ownership threshold was not approved.
The final vote tabulation on all matters voted upon during today’s meeting will be reported to the U.S. Securities and Exchange Commission on a current report on Form 8-K and such report will be made available on the company’s website, www.investor.ecolab.com.
About Ecolab
A trusted partner at nearly three million customer locations, Ecolab (ECL) is the global leader in water, hygiene and infection prevention solutions and services that help protect people, planet and business health. With annual sales of $13 billion and more than 47,000 associates, Ecolab delivers comprehensive science-based solutions, data-driven insights and world-class service to advance food safety, help maintain clean and safe environments, optimize water and energy use, and improve operational efficiencies and sustainability for customers in the food, healthcare, hospitality and industrial markets in more than 170 countries around the world. www.ecolab.com
Follow us on LinkedIn @Ecolab, Twitter @Ecolab, Instagram @Ecolab_Inc and Facebook @Ecolab.
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Investor Contacts:
Michael J. Monahan
+1 651 250 2809
Andrew C. Hedberg
+1 651 250 2185
Cairn Clark
+1 651 250 2291
May 5, 2022
(ECL-C)