UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 15, 2020 (May 12, 2020)
_________________________
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) | ||
(Address of principal executive offices) | (Zip Code) | ||||
Registrant’s telephone number, including area code (407 ) 206-6000
N/A
(Former name or former address, if changed since last report)
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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:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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. ☐
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Item 5.07. Submission of Matters to a Vote of Security Holders
On May 12, 2020, at the Annual Meeting of Shareholders (the “Annual Meeting”) of Marriott Vacations Worldwide Corporation (the “Company”), a total of 38,374,906 shares of the Company’s common stock (93.53% of all shares entitled to vote at the Annual Meeting) were represented, in person or by proxy. The following proposals were voted on and approved by the Company's shareholders at the Annual Meeting:
(1) The Company’s shareholders elected the three director nominees named in the Proxy Statement as Class II directors with the following votes:
Nominee | For | Withheld | Broker Non-Vote | |||
C.E. Andrews | 32,015,507 | 993,861 | 5,365,538 | |||
William W. McCarten | 31,746,983 | 1,262,385 | 5,365,538 | |||
William J. Shaw | 31,334,868 | 1,674,500 | 5,365,538 | |||
(2) The Company’s shareholders ratified the selection by the Company’s Audit Committee of Ernst & Young LLP as the Company’s independent auditors for the current fiscal year with the following votes:
For | Against | Abstain | Broker Non-Vote | |||
37,997,692 | 346,351 | 30,863 | — | |||
(3) The Company’s shareholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers with the following votes:
For | Against | Abstain | Broker Non-Vote | |||
32,322,801 | 619,310 | 67,257 | 5,365,538 | |||
(4) The Company’s shareholders approved the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan with the following votes:
For | Against | Abstain | Broker Non-Vote | |||
31,467,824 | 1,500,762 | 40,782 | 5,365,538 | |||
Item 9.01. Financial Statements and Exhibits
(d) The following exhibits are furnished with this report:
Exhibit Number | Description | |
101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document | |
104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL (included as Exhibit 101) | |
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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.
MARRIOTT VACATIONS WORLDWIDE CORPORATION | ||
(Registrant) | ||
Dated: May 15, 2020 | By: | /s/ John E. Geller, Jr. |
Name: | John E. Geller, Jr. | |
Title: | Executive Vice President and Chief Financial and Administrative Officer | |
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