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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 7, 2020


PULTEGROUP, INC.
(Exact name of registrant as specified in its Charter)

Michigan
1-9804
38-2766606
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

3350 Peachtree Road NE, Suite 150
Atlanta,
Georgia
30326
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:
404
978-6400

____________________________________________________
(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:

    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 Shares, par value $0.01
PHM
New York Stock Exchange
Series A Junior Participating Preferred Share Purchase Rights
 
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

The Company held its Annual Meeting of Shareholders (“Annual Meeting”) on May 7, 2020. A total of 230,281,960 common shares were present or represented by proxy at the meeting. The Company’s shareholders voted on three proposals and cast their votes as follows:

Proposal 1 - Election of Directors

All ten of the nominees for directors were elected to serve for a term which expires at our 2021 Annual Meeting of Shareholders by the votes set forth below.
Director Nominee
 
Voted For
 
Against
 
Abstain
 
Broker
Non-Votes
 
Brian P. Anderson
 
195,226,850

 
15,239,710

 
75,275

 
19,740,125

 
Bryce Blair
 
197,211,554

 
13,108,781

 
221,500

 
19,740,125

 
Richard W. Dreiling
 
195,267,004

 
15,190,873

 
83,958

 
19,740,125

 
Thomas J. Folliard
 
208,427,836

 
1,892,274

 
221,725

 
19,740,125

 
Cheryl W. Grisé
 
201,018,685

 
9,457,692

 
65,458

 
19,740,125

 
André J. Hawaux
 
208,143,196

 
2,164,631

 
234,008

 
19,740,125

 
Ryan R. Marshall
 
208,935,497

 
1,532,648

 
73,690

 
19,740,125

 
John R. Peshkin
 
208,944,599

 
1,375,660

 
221,576

 
19,740,125

 
Scott F. Powers
 
206,957,392

 
3,499,005

 
85,438

 
19,740,125

 
Lila Snyder
 
210,184,124

 
279,339

 
78,372

 
19,740,125

 

Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting Firm

The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2020, was ratified by the shareholders by the votes set forth below.
Voted For
 
Voted Against
 
Abstain
209,202,226

 
21,019,512

 
60,222


Proposal 3 - Advisory Vote on Executive Compensation

The shareholders approved, on an advisory basis, the compensation of our named executive officers by the votes set forth below.
Voted For
 
Voted Against
 
Abstain
 
Broker Non-Votes
193,825,548

 
16,549,718

 
166,569

 
19,740,125









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.

                                
 
 
 
PULTEGROUP, INC.
 
 
 
 
 
 
 
 
 
 
 
 
Date:
May 12, 2020
 
By:
/s/ Todd N. Sheldon
 
 
 
 
Name:
Todd N. Sheldon
 
 
 
 
Title:
Executive Vice President, General Counsel and Corporate Secretary