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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 17, 2023 (May 12, 2023)

COLGATE-PALMOLIVE COMPANY
(Exact name of registrant as specified in its charter)
 
Delaware1-64413-1815595
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
 
300 Park Avenue
New York,New York10022
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code (212) 310-2000

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 (see General Instruction A.2. below):
 
 ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
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, $1.00 par valueCLNew York Stock Exchange
0.500% Notes due 2026CL26New York Stock Exchange
0.300% Notes due 2029CL29New York Stock Exchange
1.375% Notes due 2034CL34New York Stock Exchange
0.875% Notes due 2039CL39New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
 Emerging growth company ☐
 
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.☐



Item 5.07.    Submission of Matters to a Vote of Security Holders.
(a)    The Company’s Annual Meeting of Stockholders was held on May 12, 2023. The matters voted on and the results of the vote were as follows.

(b)    The Company’s stockholders voted on the matters set forth below.

1.John P. Bilbrey, John T. Cahill, Steve Cahillane, Lisa M. Edwards, C. Martin Harris, Martina Hund-Mejean, Kimberly A. Nelson, Lorrie M. Norrington, Michael B. Polk, Stephen I. Sadove, and Noel R. Wallace were elected directors of the Company. The results of the vote were as follows:
                
Votes ForVotes AgainstAbstentionsBroker Non-Votes
John P. Bilbrey621,272,08920,204,4611,891,30871,020,322
John T. Cahill593,242,53048,278,4961,846,83271,020,322
Steve Cahillane634,715,7576,642,2882,009,81371,020,322
Lisa M. Edwards627,371,51314,095,6091,900,73671,020,322
C. Martin Harris620,564,11220,823,9521,979,79471,020,322
Martina Hund-Mejean633,507,3288,048,9501,811,58071,020,322
Kimberly A. Nelson624,478,18817,001,1861,888,48471,020,322
Lorrie M. Norrington577,196,89964,393,9021,777,05771,020,322
Michael B. Polk619,296,44922,139,6991,931,71071,020,322
Stephen I. Sadove590,432,37451,064,6821,870,80271,020,322
Noel R. Wallace590,670,01646,316,3446,381,49871,020,322

2.The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 was ratified. The results of the vote were as follows:

Votes ForVotes AgainstAbstentionsBroker Non-Votes
662,533,43650,081,1871,773,5570

3.A non-binding advisory vote on the Company’s executive compensation was approved. The results of the vote were as follows:
        
Votes ForVotes AgainstAbstentionsBroker Non-Votes
574,308,62865,915,3673,143,86371,020,322

4.A non-binding advisory vote on the frequency of future non-binding advisory votes on the Company’s executive compensation was held and the frequency that received the most votes was one year. The results of the vote were as follows:
        
One YearTwo YearsThree YearsAbstentionsBroker Non-Votes
632,852,302981,2817,129,5402,404,73571,020,322

After considering these results, and consistent with its own recommendation, the Company’s Board of Directors has determined that the Company will continue to hold a non-binding advisory vote on executive compensation on an annual basis until the next non-binding advisory vote on the frequency of such advisory votes is held.



5.A stockholder proposal on independent Board Chairman was not approved. The results of the vote were as follows:

Votes ForVotes AgainstAbstentionsBroker Non-Votes
220,523,949419,897,2122,946,69771,020,322

6.A stockholder proposal on executives to retain significant stock was not approved. The results of the vote were as follows:
        
Votes ForVotes AgainstAbstentionsBroker Non-Votes
191,280,022448,165,3863,922,45071,020,322


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SIGNATURE
 
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.
 
  COLGATE-PALMOLIVE COMPANY 
     
Date: May 17, 2023 
By:      /s/ Jennifer M. Daniels                   
 
  Name: Jennifer M. Daniels 
  Title:   Chief Legal Officer and Secretary 
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