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 (date of earliest event reported): May 30, 2019
________________________________________________________________________________
RAYTHEON COMPANY
(Exact name of registrant as specified in its charter)
________________________________________________________________________________  
Delaware
(State of Incorporation)
1-13699
(Commission File Number)
95-1778500
(IRS Employer
Identification Number)

870 Winter Street, Waltham, Massachusetts 02451
(Address of Principal Executive Offices) (Zip Code)
 
(781) 522-3000
(Registrant's telephone number, including area code)
________________
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
Name of Each Exchange on Which Registered
Common Stock,
$0.01
par value
RTN
New 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 (§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 ¨

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.

Raytheon Company held its annual meeting of shareholders on May 30, 2019. Set forth below are the final voting results for each of the matters submitted to a vote of the shareholders. For more information about the proposals set forth below, please see Raytheon’s definitive proxy statement filed with the Securities and Exchange Commission on April 16, 2019.

1.
Raytheon’s shareholders elected, by a majority of the votes cast, each of the thirteen nominees to the Board of Directors as follows:
Director
For
Against
Abstain
Broker Non-Votes
Tracy A. Atkinson
206,797,708
2,846,839
937,084
38,983,368
Robert E. Beauchamp
206,694,498
2,894,909
992,224
38,983,368
Adriane M. Brown
206,660,800
2,975,583
945,248
38,983,368
Stephen J. Hadley
202,137,770
7,415,040
1,028,821
38,983,368
Thomas A. Kennedy
195,364,877
14,377,899
838,855
38,983,368
Letitia A. Long
206,570,348
3,051,391
959,892
38,983,368
George R. Oliver
206,127,940
3,423,239
1,030,452
38,983,368
Dinesh C. Paliwal
202,340,120
7,031,813
1,209,698
38,983,368
Ellen M. Pawlikowski
208,143,752
1,598,543
839,336
38,983,368
William R. Spivey
198,120,526
11,468,116
992,989
38,983,368
Marta R. Stewart
208,295,586
1,329,941
956,104
38,983,368
James A. Winnefeld, Jr.
206,372,603
3,208,423
1,000,605
38,983,368
Robert O. Work
206,388,295
3,166,737
1,026,599
38,983,368

2.
Raytheon’s shareholders voted on the advisory vote to approve named executive officer compensation as follows:
For
Against
Abstain
Broker Non-Votes
189,626,568
19,600,988
1,354,075
38,983,368

3.
Raytheon’s shareholders voted on approval of the Raytheon 2019 Stock Plan as follows:
For
Against
Abstain
Broker Non-Votes
197,601,206
11,626,934
1,353,491
38,983,368

4.
Raytheon’s shareholders voted on the ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year beginning January 1, 2019 as follows:
For
Against
Abstain
235,639,615
12,962,583
962,801


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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.

 
 
 
RAYTHEON COMPANY
 
 
 
 
 
 
Date:
June 3, 2019
By:
/s/ Frank R. Jimenez
 
 
 
 
Frank R. Jimenez
 
 
 
 
Vice President, General Counsel and Secretary
 
 
 
 
 
 


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