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

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 17, 2022

LEGGETT & PLATT, INCORPORATED

(Exact name of registrant as specified in its charter)

Missouri		001-07845		44-0324630
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

No. 1 Leggett Road,
Carthage, MO		64836
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code 417-358-8131

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-Kfiling is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencementcommunications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencementcommunications 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, $.01 par value		LEG		New York Stock Exchange

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-2of the Securities Exchange Act of 1934 (§240.12b-2of 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 on May 17, 2022. In connection with this meeting, proxies were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended. Matters voted upon were (i) the election of twelve directors; (ii) the ratification of the Audit Committee's selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022; and (iii) an advisory vote to approve named executive officer compensation as described in the Company's Proxy Statement. The number of votes cast for and against, as well as abstentions and broker non-votes,with respect to each matter, as applicable, are set forth below.

1.Proposal One: Election of Directors.All twelve nominees for director listed in the Proxy Statement were elected to hold office until the 2023 Annual Meeting of Shareholders, or until their successors are elected and qualified, with the following vote:

DIRECTOR NOMINEE		FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
Angela Barbee		99,867,022		1,000,756		428,964		17,377,198
Mark A. Blinn		99,401,636		1,623,290		271,816		17,377,198
Robert E. Brunner		97,318,265		3,822,386		156,091		17,377,198
Mary Campbell		99,889,218		1,249,095		158,429		17,377,198
J. Mitchell Dolloff		97,685,592		3,282,943		328,207		17,377,198
Manuel A. Fernandez		97,694,530		3,439,535		162,677		17,377,198
Karl G. Glassman		97,242,471		3,887,238		167,033		17,377,198
Joseph W. McClanathan		96,761,758		4,376,201		158,783		17,377,198
Judy C. Odom		96,856,442		4,301,515		138,785		17,377,198
Srikanth Padmanabhan		99,836,986		1,281,738		178,018		17,377,198
Jai Shah		99,946,513		1,170,461		179,768		17,377,198
Phoebe A. Wood		96,421,971		4,729,558		145,213		17,377,198

2.Proposal Two: Ratification of Independent Registered Public Accounting Firm.The ratification of the Audit Committee's selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022 was approved with the following vote:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
117,084,663		1,459,996		129,281		N/A

3.Proposal Three: Advisory Vote to Approve Named Executive Officer Compensation.The advisory vote to approve the Company's named executive officer compensation package as described in the "Executive Compensation and Related Matters" section of the Company's Proxy Statement (commonly known as "Say-on-Pay")consisted of the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
95,612,489		5,111,504		572,749		17,377,198

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Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT INDEX

Exhibit No.		Description
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document)
101.SCH*		Inline XBRL Taxonomy Extension Schema
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (embedded within the inline XBRL document contained in Exhibit 101)

*	Denotes filed herewith.

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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.

		LEGGETT & PLATT, INCORPORATED
Date: May 19, 2022			By:		/s/ SCOTT S. DOUGLAS
			Scott S. Douglas
			Senior Vice President -
			General Counsel & Secretary

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