Document


 
 
 
 
 
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 – June 5, 2018
(Date of earliest event reported)
____________________________________________
ALLEGION PUBLIC LIMITED COMPANY
(Exact name of registrant as specified in its charter)
____________________________________________
Ireland
001-35971
98-1108930
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
Block D
Iveagh Court
Harcourt Road
Dublin 2, Ireland
(Address of principal executive offices, including zip code)

(353)(1) 2546200
(Registrant’s phone number, including area code)

N/A
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
 
 
 
 
 





Item 5.07
Submission of Matters to a Vote of Security Holders.
At the Annual General Meeting held on June 5, 2018 (the "Annual Meeting"), the shareholders of Allegion plc (the "Company") :
(1)
elected all seven of the Company's nominees for director;
(2)
provided advisory approval of the compensation of the Company's named executive officers;
(3)
approved the appointment of PricewaterhouseCoopers to serve as the Company's independent auditors for the fiscal year ending December 31, 2018 and authorized the Audit and Finance Committee to set the auditors' remuneration;
(4)
approved renewal of the Board of Directors’ existing authority to issue shares; and
(5)
approved renewal of the Board of Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders.
Shares were voted on these proposals as follows:
Proposals 1(a)-(f). Election of seven (7) directors to hold office until the Company's next Annual General Meeting of Shareholders:
 
Nominees
 
For
 
Against
 
Abstain
 
Broker Non-Vote
(a)
Carla Cico
 
77,034,999
 
420,756
 
74,269
 
5,220,033
(b)
Kirk S. Hachigian
 
72,797,028
 
4,656,292
 
76,704
 
5,220,033
(c)
Nicole Parent Haughey
 
77,210,101
 
246,644
 
73,279
 
5,220,033
(d)
David D. Petratis
 
75,325,056
 
2,114,783
 
90,185
 
5,220,033
(e)
Dean I. Schaffer
 
76,667,330
 
785,419
 
77,275
 
5,220,033
(f)
Charles L. Szews
 
77,047,867
 
405,816
 
76,341
 
5,220,033
(g)
Martin E. Welch III
 
77,016,829
 
437,486
 
75,709
 
5,220,033
Proposal 2. Advisory approval of the compensation of the Company's named executive officers:
For
 
Against
 
Abstain
 
Broker Non-Vote
75,168,644
 
2,192,191
 
169,189
 
5,220,033
Proposal 3. Appointment of PricewaterhouseCoopers as the independent auditors of the Company for the fiscal year ending December 31, 2018 and authorization of the Audit and Finance Committee to set the auditors' remuneration:
For
 
Against
 
Abstain
 
Broker Non-Vote
82,383,104
 
164,773
 
202,180
 
Proposal 4. Renewal of the Board of Directors’ authority to issue shares.
For
 
Against
 
Abstain
 
Broker Non-Vote
81,513,478
 
1,074,719
 
161,860
 
Proposal 5. Renewal of the Board of Directors’ authority to issue shares for cash without first offering shares to existing shareholders.
For
 
Against
 
Abstain
 
Broker Non-Vote
82,060,122
 
489,513
 
200,422
 







SIGNATURE
Pursuant to the requirements of Section 12 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.
 
 
ALLEGION PLC
(Registrant)
 
 
 
Date:
June 7, 2018
/s/ Jeffrey N. Braun
 
 
Jeffrey N. Braun
Senior Vice President, General Counsel and Secretary