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Cencora logoCencora COR

Cencora said shareholders approved proposed amendments to its certificate of incorporation to permit the exculpation of officers as permitted by Delaware law at its annual meeting on March 12, 2024. The amended certificate took effect on March 14, 2024, when it was filed with the Secretary of State of Delaware.

8-KSubmission of Matters to a Vote of Security HoldersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Cencora said shareholders approved proposed amendments to its certificate of incorporation to permit the exculpation of officers as permitted by Delaware law at its annual meeting on March 12, 2024. The amended certificate took effect on March 14, 2024, when it was filed with the Secretary of State of Delaware.

  2. The company reported that the officer exculpation charter amendment received 156,052,344 votes for, 19,420,865 against, 238,253 abstentions and 8,997,321 broker non-votes.

  3. The company said the other charter amendments received 175,345,092 votes for and 117,224 against. The proposal to appoint Ernst & Young LLP as independent registered public accounting firm for fiscal 2024 was approved with 170,700,405 votes for and 13,876,371 against.

  4. The company said shareholders elected the director nominees to serve until the 2025 annual meeting of shareholders. A shareholder proposal on the voting standard for director elections was not put to a vote because the proponent did not present it at the meeting in person or through a qualified representative.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Shareholders Approve Officer Exculpation Charter Amendment

Cencora said shareholders approved proposed amendments to its certificate of incorporation to permit the exculpation of officers as permitted by Delaware law at its annual meeting on March 12, 2024. The amended certificate took effect on March 14, 2024, when it was filed with the Secretary of State of Delaware.

Source · Based on the filing body and exhibits

Voting Results on Officer Exculpation Proposal

The company reported that the officer exculpation charter amendment received 156,052,344 votes for, 19,420,865 against, 238,253 abstentions and 8,997,321 broker non-votes.

Source · Based on the filing body and exhibits

Approval of Other Charter Amendments and Auditor Appointment

The company said the other charter amendments received 175,345,092 votes for and 117,224 against. The proposal to appoint Ernst & Young LLP as independent registered public accounting firm for fiscal 2024 was approved with 170,700,405 votes for and 13,876,371 against.

Source · Based on the filing body and exhibits

Director Elections and Non-Presented Shareholder Proposal

The company said shareholders elected the director nominees to serve until the 2025 annual meeting of shareholders. A shareholder proposal on the voting standard for director elections was not put to a vote because the proponent did not present it at the meeting in person or through a qualified representative.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.