State Street Corporation

05/23/2022 | Press release | Distributed by Public on 05/23/2022 12:26

Submission of Matters to a Vote of Security Holders - Form 8-K

stt-20220518

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 18, 2022
______________________
State Street Corporation
(Exact name of registrant as specified in its charter)
____________________
Massachusetts 001-07511 04-2456637
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Number)
One Lincoln Street
Boston Massachusetts 02111
(Address of principal executive offices, and Zip Code)
Registrant's telephone number, including area code:
(617)
786-3000
________________
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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $1 par value per share STT New York Stock Exchange
Depositary Shares, each representing a 1/4,000th ownership interest in a share of STT.PRD New York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D, without par value per share
Depositary Shares, each representing a 1/4,000th ownership interest in a share of STT.PRG New York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series G, without par value per share
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.

On May 18, 2022, State Street Corporation held its annual meeting of shareholders. At the meeting, 329,967,040 shares of State Street's common stock were represented in person or by proxy. This represented approximately 89.8% of the 367,444,318 shares of State Street's common stock outstanding as of the close of business on March 22, 2022, the record date for the meeting. The following matters were voted on at the meeting:

•the election of thirteen director nominees;
•the approval of an advisory proposal on executive compensation;
•the ratification of the selection of Ernst & Young LLP as State Street's independent registered
public accounting firm for the year ending December 31, 2022; and
•a shareholder proposal relating to asset management stewardship activities.

The shareholders voted: to elect the thirteen director nominees; to approve the advisory proposal on executive compensation; to ratify the selection of the independent registered public accounting firm; and against the shareholder proposal.

The number of votes cast for or against and the number of abstentions and broker non-votes, as applicable, in connection with each matter presented for shareholder consideration at the meeting, are set forth below:

Proposal 1 - Election of Directors
For Against Abstain Broker Non-Votes
Marie A. Chandoha 307,105,869 1,429,787 261,191 21,170,193
DonnaLee DeMaio 307,875,037 647,962 273,848 21,170,193
Patrick de Saint-Aignan 296,146,432 12,388,876 261,539 21,170,193
Amelia C. Fawcett 292,129,926 16,421,155 245,766 21,170,193
William C. Freda 306,283,955 2,254,740 258,152 21,170,193
Sara Mathew 290,545,451 17,994,615 256,781 21,170,193
William L. Meaney 302,840,010 5,668,388 288,449 21,170,193
Ronald P. O'Hanley 285,868,304 22,392,923 535,620 21,170,193
Sean O' Sullivan 307,575,440 892,350 329,057 21,170,193
Julio A. Portalatin 307,669,494 789,218 338,135 21,170,193
John B. Rhea 307,542,574 995,754 258,519 21,170,193
Richard P. Sergel 291,741,282 16,801,218 254,347 21,170,193
Gregory L. Summe 289,020,700 19,511,742 264,405 21,170,193


Proposal 2 - Advisory Proposal on Executive Compensation

For Against Abstain Broker Non-Votes
291,379,618 16,207,290 1,209,939* 21,170,193
94.7% 5.3% * *





Proposal 3 - Ratification of the selection of Ernst & Young LLP as State Street's Independent Registered Public Accounting Firm for the Year Ending December 31, 2022

For Against Abstain Broker Non-Votes
311,932,931 17,876,755 157,354* **
94.6% 5.4% * **

Proposal 4 - Shareholder Proposal

For Against Abstain Broker Non-Votes
27,194,837 278,429,451 3,172,559* 21,170,193
8.9% 91.1% * *

* Not counted as votes cast
** Not applicable

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
* 104 Cover Page Interactive Data File (formatted as Inline XBRL)
* Submitted electronically herewith


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.

STATE STREET CORPORATION
By: /s/ DAVID C. PHELAN
Name: David C. Phelan,
Title: Executive Vice President, General Counsel and Secretary
Date: May 23, 2022