Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 10, 2018
PULTEGROUP, INC.
(Exact name of registrant as specified in its Charter)
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Michigan | 1-9804 | 38-2766606 |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification No.) |
3350 Peachtree Road NE, Suite 150, Atlanta, Georgia 30326
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 978-6400
____________________________________________________
(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))
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).
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.
The Company held its Annual Meeting of Shareholders (“Annual Meeting”) on May 10, 2018. A total of 262,724,761 common shares were present or represented by proxy at the meeting. The Company’s shareholders voted on three proposals and cast their votes as follows:
Proposal 1 - Election of Directors
All ten of the nominees for directors were elected to serve for a term which expires at our 2019 Annual Meeting of Shareholders and until their respective successors are duly elected and qualified, by the votes set forth below.
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Director Nominee | | Voted For | | Against | | Abstain | | Broker
Non-Votes |
Brian P. Anderson | | 202,151,464 |
| | 13,204,003 |
| | 506,600 |
| | 46,862,694 |
|
Bryce Blair | | 208,583,368 |
| | 5,803,519 |
| | 1,475,180 |
| | 46,862,694 |
|
Richard W. Dreiling | | 203,750,401 |
| | 10,630,839 |
| | 1,480,827 |
| | 46,862,694 |
|
Thomas J. Folliard | | 211,127,944 |
| | 3,257,048 |
| | 1,477,075 |
| | 46,862,694 |
|
Cheryl W. Grisé | | 206,948,496 |
| | 6,544,644 |
| | 2,368,927 |
| | 46,862,694 |
|
André J. Hawaux | | 211,128,121 |
| | 3,257,425 |
| | 1,476,521 |
| | 46,862,694 |
|
Ryan R. Marshall | | 213,103,623 |
| | 2,111,220 |
| | 647,224 |
| | 46,862,694 |
|
John R. Peshkin | | 212,268,313 |
| | 2,117,732 |
| | 1,476,022 |
| | 46,862,694 |
|
Scott F. Powers | | 209,654,296 |
| | 4,730,969 |
| | 1,476,802 |
| | 46,862,694 |
|
William J. Pulte | | 190,622,410 |
| | 24,618,061 |
| | 621,596 |
| | 46,862,694 |
|
Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting Firm
The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018, was ratified by the shareholders by the votes set forth below.
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| | | | |
Voted For | | Voted Against | | Abstain |
251,932,659 | | 10,272,280 | | 519,822 |
Proposal 3 - Advisory Vote on Executive Compensation
The shareholders approved, on an advisory basis, the compensation of our named executive officers by the votes set forth below.
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| | | | | | |
Voted For | | Voted Against | | Abstain | | Broker Non-Votes |
198,939,800 | | 16,293,844 | | 628,423 | | 46,862,694 |
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.
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| | | PULTEGROUP, INC. |
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Date: | May 11, 2018 | | By: | /s/ Todd N. Sheldon |
| | | | Name: | Todd N. Sheldon |
| | | | Title: | Executive Vice President, General Counsel, and Corporate Secretary |
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