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. |
On January 26, 2023, Air Products and Chemicals, Inc. (the “Company”) held its 2023 Annual Meeting of Shareholders (the “Annual Meeting”). There were 193,642,345 shares of common stock represented at the meeting by valid proxies or voted at the meeting, which was approximately 87.23% of the shares of common stock entitled to vote at the meeting and which constituted a quorum. The final voting results for the matters submitted to a vote of shareholders at the Annual Meeting are set forth below.
| 1. | Election of Directors. Each of the nominees for director was elected to serve until the Company’s 2024 Annual Meeting of Shareholders and until his or her successor is elected and qualified or until his or her earlier retirement, resignation, removal or death. The voting results were as follows: |
| Nominee |
Votes For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||||||
| Tonit M. Calaway |
166,247,777 | 11,253,346 | 198,628 | 15,942,594 | ||||||||||||
| Charles Cogut |
173,389,931 | 4,112,041 | 197,779 | 15,942,594 | ||||||||||||
| Lisa A. Davis |
170,681,716 | 6,854,901 | 163,134 | 15,942,594 | ||||||||||||
| Seifollah Ghasemi |
169,720,669 | 7,417,376 | 561,706 | 15,942,594 | ||||||||||||
| David H.Y. Ho |
174,956,248 | 2,558,689 | 184,814 | 15,942,594 | ||||||||||||
| Edward L. Monser |
161,193,244 | 16,302,135 | 204,372 | 15,942,594 | ||||||||||||
| Matthew H. Paull |
172,580,475 | 4,931,894 | 187,382 | 15,942,594 | ||||||||||||
| Wayne T. Smith |
175,845,377 | 1,677,940 | 176,434 | 15,942,594 | ||||||||||||
| 2. | Advisory Vote on Executive Officer Compensation. The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as set forth in the Company’s proxy statement for the Annual Meeting, by the vote set forth in the table below. |
| Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes | |||
| 165,141,319 (93.16% of the votes cast) |
12,123,192 | 435,240 | 15,942,594 |
| 3. | Frequency of Future Advisory Votes on Executive Officer Compensation. The shareholders approved, on an advisory basis, the holding of an advisory vote on executive compensation on an annual basis by the vote set forth in the table below. |
| 1 Year |
2 Years |
3 Years |
Abstain |
Broker Non-Votes | ||||
| 175,303,963 (98.77% of the votes cast) |
207,607 | 1,957,576 | 230,605 | 15,942,594 |
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| 4. | Ratification of Appointment of Independent Auditors. The Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023 by the vote set forth in the table below. |
| Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes | |||
| 192,371,121 (99.43% of the votes cast) |
1,097,574 | 173,650 | 0 |
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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.
| Air Products and Chemicals, Inc. | ||||||
| (Registrant) | ||||||
| Date: January 26, 2023 |
By: | /s/ Sean D. Major | ||||
| Sean D. Major | ||||||
| Executive Vice President, General Counsel and Secretary | ||||||
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