International Flavors & Fragrances 8-K 2015
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 6, 2015
INTERNATIONAL FLAVORS & FRAGRANCES INC.
(Exact Name of Registrant as Specified in its Charter)
Registrants telephone number, including area code: (212) 765-5500
(Former name or former address, if changed since last report)
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:
In connection with the election of ten directors at the Companys annual meeting, the Board of Directors of the Company (the Board) approved an amendment to Article II, Section 2 of the Companys By-Laws to decrease the number of directors from twelve (12) to ten (10) effective May 6, 2015.
On May 6, 2015, the Company held its Annual Meeting of Shareholders. At the Annual Meeting, (i) ten members were elected to serve as directors of the Company; (ii) the selection of PricewaterhouseCoopers LLP as the Companys independent registered public accounting firm for 2015 was ratified; (iii) the compensation of the Companys named executive officers was approved in an advisory vote and (iv) the Companys 2015 Stock Award and Incentive Plan was approved. Each of these proposals is described in detail in the Companys Proxy Statement filed with the Securities and Exchange Commission on March 18, 2015 (the Proxy Statement). The final results for the votes regarding each proposal are set forth below.
The directors elected to the Board for terms expiring at the Annual Meeting in the year 2016, as well as the number of votes cast for, votes cast against, votes abstained and broker non-votes with respect to each of these individuals are set forth below:
The proposal to ratify the Audit Committees selection of PricewaterhouseCoopers LLP as the Companys independent accountants for 2015 received the following votes:
The advisory proposal to approve the compensation paid to the Companys named executive officers, as disclosed in the Companys Proxy Statement, including the Compensation Discussion and Analysis, the compensation tables and related narrative disclosure, received the following votes:
The proposal to approve the Companys 2015 Stock Award and Incentive Plan received the following votes:
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.