Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On June 10, 2021, Richard F. Hamm retired as a director of EMCOR Group, Inc. (the 'Company') pursuant to the Company's Director Term Limit Policy.
Submission of Matters to a Vote of Security Holders.
On June 10, 2021, at the 2021 Annual Meeting of Stockholders of the Company, the stockholders of the Company voted on the following four items:
1. To elect nine directors to serve until the Company's next Annual Meeting of Stockholders and until their successors are duly elected and qualified;
2. To consider a non-binding advisory resolution approving named executive officer compensation;
3. To ratify the appointment of Ernst & Young LLP as the Company's independent auditors for 2021; and
4. To consider a stockholder proposal regarding action by written consent.
The results were as follows:
Proposal 1. The nominees for director were elected based upon the following votes:
|
Nominee
|
Shares For
|
Shares Against
|
Abstentions
|
Broker Non-Votes
|
|
John W. Altmeyer
|
48,970,703
|
635,740
|
44,736
|
1,111,958
|
Anthony J. Guzzi
|
47,940,112
|
1,645,723
|
65,344
|
1,111,958
|
Ronald L. Johnson
|
49,372,143
|
234,506
|
44,530
|
1,111,958
|
David H. Laidley
|
48,571,143
|
1,033,811
|
46,225
|
1,111,958
|
Carol P. Lowe
|
49,288,370
|
297,545
|
65,264
|
1,111,958
|
M. Kevin McEvoy
|
48,003,452
|
1,584,051
|
63,676
|
1,111,958
|
William P. Reid
|
49,354,961
|
250,057
|
46,161
|
1,111,958
|
Steven B. Schwarzwaelder
|
49,004,745
|
518,618
|
127,816
|
1,111,958
|
Robin Walker-Lee
|
48,718,901
|
783,693
|
148,585
|
1,111,958
|
All of the Company's incumbent directors standing for election were re-elected.
Proposal 2. The proposal for stockholders to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers was approved based upon the following votes:
|
Shares For
|
45,652,253
|
Shares Against
|
3,575,013
|
Shares Abstaining
|
423,913
|
Broker Non-Votes
|
1,111,958
|
Proposal 3. The proposal for stockholders to ratify the appointment of Ernst & Young LLP as the Company's independent auditors for 2021 was approved based upon the following votes:
|
Shares For
|
50,252,537
|
Shares Against
|
464,581
|
Shares Abstaining
|
46,019
|
There were no broker non-votes on this item.
|
Proposal 4. The proposal for stockholders to consider a proposal requiring the Board of Directors of the Company to take steps to permit stockholder actions to be taken by written consent in lieu of a meeting of the stockholders was not approved, based on the following votes:
|
Shares For
|
22,720,990
|
Shares Against
|
26,651,626
|
Shares Abstaining
|
278,563
|
Broker Non-Votes
|
1,111,958
|
Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit 104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|