UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 2, 2019

 


 

Huntsman Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32427

 

42-1648585

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

10003 Woodloch Forest Drive

 

 

The Woodlands, Texas

 

77380

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:

(281) 719-6000

 

Not applicable

(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 obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

 

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

 

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, par value $0.01 per share

 

HUN

 

New York Stock Exchange

 

 

 


 

Item 5.07  Submission of Matters to a Vote of Security Holders

 

(a)  The 2019 Annual Meeting of Stockholders of Huntsman Corporation (the “Company”) was held on May 2, 2019 (the “Annual Meeting”).

 

(b)  The record date for the Annual Meeting was March 8, 2019. At the close of business on March 8, 2019, there were 233,978,720 shares of the Company’s common stock outstanding, each of which was entitled to one vote on each item of business conducted at the Annual Meeting.

 

(c)  The Company’s stockholders voted on the following four proposals (each described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 22, 2019) at the Annual Meeting and cast their votes as follows:

 

Proposal 1                                   The eight nominees named below were elected to serve as directors of the board of directors, to serve until the 2020 Annual Meeting, and the voting results were as follows:

 

Directors

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

Peter R. Huntsman

 

182,945,151

 

6,058,137

 

606,233

 

24,961,027

 

Nolan D. Archibald

 

182,365,720

 

7,095,486

 

148,315

 

24,961,027

 

Mary C. Beckerle

 

186,988,849

 

2,494,031

 

126,641

 

24,961,027

 

M. Anthony Burns

 

186,938,401

 

2,547,795

 

123,325

 

24,961,027

 

Daniele Ferrari

 

185,401,152

 

4,067,077

 

141,292

 

24,961,027

 

Sir Robert J. Margetts

 

186,157,611

 

3,316,408

 

135,502

 

24,961,027

 

Wayne A. Reaud

 

184,539,391

 

4,917,103

 

153,027

 

24,961,027

 

Jan E. Tighe

 

189,133,346

 

354,102

 

122,073

 

24,961,027

 

 

Proposal 2                                   The non-binding advisory vote to approve the compensation of the Company’s named executive officers was approved as set forth below.

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

136,636,093

 

52,675,123

 

298,305

 

24,961,027

 

 

Proposal 3                                   The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 31, 2019 was ratified, and the voting results were as follows.

 

For

 

Against

 

Abstain

 

206,052,218

 

8,397,912

 

120,418

 

 

Proposal 4                                 The stockholder proposal regarding stockholder right to act by written consent was defeated by the votes set forth below.

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

77,525,184

 

111,471,407

 

612,930

 

24,961,027

 

 

2


 

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.

 

 

HUNTSMAN CORPORATION

 

 

 

/s/ DAVID M. SRYKER

 

Executive Vice President, General Counsel and Secretary

 

Dated: May 3, 2019

 

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