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): May 3, 2022

 

EDWARDS LIFESCIENCES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware		1-15525		36-4316614
(State or other jurisdiction of incorporation)		(Commission file number)		(IRS Employer Identification No.)

 

One Edwards Way, Irvine, California		92614
(Address of principal executive offices)		(Zip Code)

(949) 250-2500

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report)

 

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))

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

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $1.00 per share		EW		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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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 May 3, 2022, Edwards Lifesciences Corporation (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). The final results of voting for each matter submitted to a vote of stockholders at the Annual Meeting are as follows:

 

(i)	Proposal 1: All the nominees for director listed in Proposal 1 were elected to serve until the Company’s next annual meeting of stockholders and until their respective successors are duly elected and qualified as set forth below:

 

Nominee		For		Against		Abstain		Broker Non-Votes
Kieran T. Gallahue		496,404,345		4,432,894		1,012,081		34,783,895
Leslie H. Heisz		494,244,025		6,613,299		991,996		34,783,895
Paul A. LaViolette		486,870,991		12,787,727		2,190,602		34,783,895
Steven R. Loranger		496,378,158		4,443,869		1,027,293		34,783,895
Martha H. Marsh		488,028,962		11,684,241		2,136,117		34,783,895
Michael A. Mussallem		472,478,154		27,021,021		2,350,144		34,783,895
Ramona Sequeira		496,428,871		4,415,266		1,005,183		34,783,895
Nicholas J. Valeriani		435,251,614		62,067,208		4,530,498		34,783,895

 

(ii)	Proposal 2: The advisory proposal regarding the Company’s named executive officer compensation was approved as set forth below:

 

For		Against		Abstain		Broker Non-Votes
450,501,744		49,851,515		1,494,852		34,785,104

 

(iii)

Proposal 3: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was approved as set forth below:

 

For		Against		Abstain		Broker Non-Votes
503,259,534		31,880,888		1,492,794		0

 

(iv)	Proposal 4: The advisory stockholder proposal to reduce the share ownership threshold to call a special meeting was not approved as set forth below:

 

For		Against		Abstain		Broker Non-Votes
181,606,510		314,986,360		5,255,241		34,785,104

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.

Date: May 4, 2022