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): January 25, 2016

 

EDGEWELL PERSONAL CARE COMPANY

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Missouri		1-15401		43-1863181
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employee Identification Number)

1350 Timberlake Manor Parkway, Chesterfield, Missouri 63017

(Address of Principal Executive Offices, Including Zip Code)

314-594-1900

(Registrant’s Telephone Number, including area code)

 

 

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 (see General Instruction A.2. below):

 

¨

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))

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders.

Edgewell Personal Care Company (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”) at the Company’s headquarters on Monday, January 25, 2016. Of the 59,578,686 shares outstanding and entitled to vote at the Annual Meeting, 51,499,732 shares were represented in person or by proxy, constituting a quorum. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:

Proposal 1: Management’s nominees for director were elected to serve until the Annual Meeting of Shareholders to be held in 2017 or until their respective successors are elected and qualified, by the votes set forth in the table below:

 

Nominee		For		Against		Abstain		Broker Non-Votes
David P. Hatfield		44,090,676		130,289		52,463		7,226,304
Daniel J. Heinrich		42,188,469		2,030,335		54,624		7,226,304
Carla C. Hendra		43,815,879		403,513		54,036		7,226,304
R. David Hoover		41,711,663		2,506,146		55,619		7,226,304
John C. Hunter, III		41,707,942		2,508,915		56,571		7,226,304
Rakesh Sachdev		35,515,492		8,603,827		154,109		7,226,304

Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2016 was ratified by the shareholders by the votes set forth in the table below:

 

For		Against		Abstain
50,931,600		493,879		74,253

Proposal 3: The Company’s executive compensation, as described in the Company’s Proxy Statement, was approved by the non-binding advisory votes of the shareholders set forth in the table below:

 

For		Against		Abstain		Broker Non-Votes
40,672,558		3,372,622		228,248		7,226,304

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: January 28, 2016