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 |
On May 24, 2023, NOW Inc. (the “Company”) held its Annual Meeting of Stockholders where the following matters were voted upon and approved by the Company’s stockholders:
| 1. | the election of eight members to the Board of Directors; |
| 2. | the ratification of the appointment of Ernst & Young LLP as the Company’s independent auditors for 2023; and |
| 3. | the approval, on an advisory basis, of the compensation of our named executive officers. |
The following is a summary of the voting results for each matter presented to the Company’s stockholders:
| 1. Election of directors: | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| Richard Alario |
92,245,728 | 2,986,280 | 155,976 | 4,773,768 | ||||||||||||
| Terry Bonno |
94,394,063 | 838,122 | 155,799 | 4,773,768 | ||||||||||||
| David Cherechinsky |
94,771,588 | 429,817 | 186,579 | 4,773,768 | ||||||||||||
| Galen Cobb |
94,936,150 | 290,124 | 161,710 | 4,773,768 | ||||||||||||
| Paul Coppinger |
92,554,399 | 2,671,445 | 162,140 | 4,773,768 | ||||||||||||
| Karen David-Green |
93,583,871 | 1,622,067 | 182,046 | 4,773,768 | ||||||||||||
| Rodney Eads |
94,917,838 | 307,903 | 162,243 | 4,773,768 | ||||||||||||
| Sonya Reed |
93,365,869 | 1,860,553 | 161,562 | 4,773,768 | ||||||||||||
The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2024. There were no nominees to office other than the directors elected.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||
| 2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent auditors for 2023 |
98,945,853 | 1,037,638 | 178,261 | 0 |
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||
| 3. Approval of the compensation of the Company’s named executive officers |
90,087,293 | 4,935,478 | 365,213 | 4,773,768 |
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 24, 2023 | NOW INC. | |||||
| /s/ Raymond W. Chang | ||||||
| Raymond W. Chang | ||||||
| Vice President & General Counsel | ||||||