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
Date of Report (Date of earliest event reported): May 11, 2021 (
(Exact Name of Registrant as Specified in its Charter)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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 6, 2021, Alcoa Corporation (“Alcoa”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the final voting results for each of the matters submitted to a vote of the stockholders at the Annual Meeting.
Item 1. The 10 director nominees nominated by the Alcoa Board of Directors (the “Board”) for election to the Board were elected, each for a one-year term, based upon the following votes:
| Nominee | For | Against | Abstentions | Broker Non-Votes | ||||||||||||
| Steven W. Williams |
121,856,533 | 342,766 | 187,058 | 20,834,285 | ||||||||||||
| Mary Anne Citrino |
113,123,166 | 9,085,807 | 177,384 | 20,834,285 | ||||||||||||
| Pasquale Fiore |
121,869,178 | 338,928 | 178,251 | 20,834,285 | ||||||||||||
| Thomas J. Gorman* |
120,981,342 | 1,215,858 | 189,157 | 20,834,285 | ||||||||||||
| Roy C. Harvey |
121,862,942 | 364,785 | 158,630 | 20,834,285 | ||||||||||||
| James A. Hughes |
121,846,373 | 384,381 | 155,603 | 20,834,285 | ||||||||||||
| James E. Nevels |
120,936,577 | 1,296,948 | 152,832 | 20,834,285 | ||||||||||||
| Carol L. Roberts |
121,296,774 | 962,201 | 127,382 | 20,834,285 | ||||||||||||
| Suzanne Sitherwood |
121,346,718 | 895,805 | 143,834 | 20,834,285 | ||||||||||||
| Ernesto Zedillo |
121,780,701 | 453,298 | 152,358 | 20,834,285 | ||||||||||||
| * | Mr. Gorman was first elected to the Board at the Annual Meeting. In connection with his election to the Board, the Board appointed Mr. Gorman to serve on its Compensation and Benefits Committee and Governance and Nominating Committee. |
Item 2. The proposal to ratify the appointment of PricewaterhouseCoopers LLP as Alcoa’s independent auditor for 2021 was approved based upon the following votes:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 142,750,198 |
289,093 | 181,351 | 0 |
Item 3. The advisory vote to approve 2020 named executive officer compensation was approved based upon the following votes:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 109,199,407 |
12,871,210 | 315,740 | 20,834,285 |
Item 4. The non-binding stockholder proposal to amend stockholder ability to act by written consent was not approved based upon the following votes:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 42,386,948 |
79,421,456 | 577,953 | 20,834,285 |
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.
| ALCOA CORPORATION | ||||
| Date: May 11, 2021 | By: | |||
| /s/ Marissa P. Earnest | ||||
| Marissa P. Earnest | ||||
| Senior Vice President, Chief Governance Counsel and Secretary | ||||