Document


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 24, 2018
 
The Interpublic Group of Companies, Inc.
(Exact Name of Registrant as Specified in Charter)
 Delaware
1-6686
13-1024020
(State or Other Jurisdiction
of Incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
 
 
 
909 Third Avenue, New York, New York
10022
(Address of Principal Executive Offices)
(Zip Code)
 
 
Registrant’s telephone number, including area code: 212-704-1200
 
(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:
  
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o 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 o

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. o





Item 5.07. Submission of Matters to a Vote of Security Holders.

(a) The annual meeting of stockholders of The Interpublic Group of Companies, Inc. was held on May 24, 2018.

(b) The following matters were voted upon with the final results indicated below.
        
    
1.
The nominees listed below were elected directors until the next annual meeting of stockholders with the respective votes set forth opposite their names:

 
 
 
 
BROKER
NOMINEE
     FOR
  AGAINST
ABSTAIN
NON-VOTES
 
 
 
 
 
Jocelyn Carter-Miller
340,831,000

4,793,626

152,273

14,951,911

H. John Greeniaus
340,290,998

5,280,743

205,158

14,951,911

Mary J. Steele Guilfoile
338,076,539

7,549,900

150,460

14,951,911

Dawn Hudson
344,214,161

1,413,805

148,933

14,951,911

William T. Kerr
341,535,362

4,041,253

200,284

14,951,911

Henry S. Miller
341,117,517

4,450,557

208,825

14,951,911

Jonathan F. Miller
340,411,452

5,158,935

206,512

14,951,911

Patrick Q. Moore
344,058,640

1,517,842

200,417

14,951,911

Michael I. Roth
330,904,889

13,946,511

925,499

14,951,911

David M. Thomas
340,376,396

5,162,207

238,296

14,951,911

E. Lee Wyatt Jr.
344,893,773

641,090

242,036

14,951,911




2.
A proposal to approve confirmation of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year 2018 was approved with the votes set forth below:

For
354,545,659

 
Against
5,983,176

 
Abstain
199,975

 

There were no broker non-votes.

    
3.
An advisory ballot question on named executive officer compensation was approved with the votes set forth below:


For
329,116,430

 
Against
16,318,409

 
Abstain
342,060

 
Broker non-votes
14,951,911

 





4.
A stockholder proposal regarding an independent Board chairman was defeated with the votes set forth below:



For
59,598,279

 
Against
285,740,833

 
Abstain
437,787

 
Broker non-votes
14,951,911

 






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.
 
 
THE INTERPUBLIC GROUP OF COMPANIES, INC.
Date: May 29, 2018
By:        /s/ Andrew Bonzani                           
 
Name:   Andrew Bonzani
Title:     Senior Vice President, General Counsel and Secretary