UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 – Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders (the “Annual Meeting”) of Carpenter Technology Corporation (the “Company”) was held on October 11, 2022. The following matters were voted on by the Company’s stockholders at the Annual Meeting and the final voting results for each matter are provided below.
Proposal No. 1 - Election of Four Directors. The following nominees were elected to the Board of Directors for a term expiring in 2025:
| Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Dr. Viola L. Acoff |
39,257,843 | 1,791,311 | 2,302,633 | |||||||||
| Dr. Kathy Hopinkah Hannan |
39,465,052 | 1,584,102 | 2,302,633 | |||||||||
| I. Martin Inglis |
39,207,038 | 1,842,116 | 2,302,633 | |||||||||
| Stephen M. Ward, Jr. |
37,878,349 | 3,170,805 | 2,302,633 | |||||||||
Proposal No. 2 - Approval of Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders approved the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2023:
| Votes For |
Votes Against |
Abstain | ||
| 42,366,321 | 899,919 | 85,547 |
Proposal No. 3 - Approval of the Compensation of the Company’s Named Executive Officers, in an Advisory Vote. The Company’s stockholders approved the compensation of the Company’s named executive officers, in an advisory vote:
| Votes For |
Votes Against |
Abstain |
Broker Non-Votes | |||
| 40,469,310 | 525,149 | 54,695 | 2,302,633 |
Proposal No. 4 - Approval of the Amended and Restated Stock-Based Incentive Compensation Plan for Officers and Key Employees. The Company’s stockholders approved the amended and restated Stock-Based Incentive Compensation Plan for Officers and Key Employees:
| Votes For |
Votes Against |
Abstain |
Broker Non-Votes | |||
| 39,011,118 | 1,611,347 | 426,689 | 2,302,633 |
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.
| CARPENTER TECHNOLOGY CORPORATION | ||
| By | /s/ James D. Dee | |
| James D. Dee | ||
| Senior Vice President, General Counsel and Secretary | ||
Date: October 13, 2022