UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders |
On May 2, 2023, the Company held its 2023 Annual Meeting of Stockholders, at which a quorum was present. The final voting results regarding each proposal are set forth in the following tables.
Proposal One - Election of Directors - Voting results for Proposal One were as follows:
Scott B. Helm:
| For | Against | Abstain | Broker Nonvotes | |||
| 325,285,971 | 2,523,771 | 161,831 | 24,335,904 |
Hilary E. Ackermann:
| For | Against | Abstain | Broker Nonvotes | |||
| 326,736,687 | 1,100,981 | 133,905 | 24,335,904 |
Arcilia C. Acosta:
| For | Against | Abstain | Broker Nonvotes | |||
| 324,641,561 | 3,185,753 | 144,259 | 24,335,904 |
Gavin R. Baiera:
| For | Against | Abstain | Broker Nonvotes | |||
| 318,658,195 | 9,148,196 | 165,182 | 24,335,904 |
Paul M. Barbas:
| For | Against | Abstain | Broker Nonvotes | |||
| 325,815,258 | 1,998,189 | 158,126 | 24,335,904 |
James A. Burke:
| For | Against | Abstain | Broker Nonvotes | |||
| 327,401,752 | 411,337 | 158,484 | 24,335,904 |
Lisa Crutchfield:
| For | Against | Abstain | Broker Nonvotes | |||
| 320,100,449 | 7,711,413 | 159,711 | 24,335,904 |
Brian K. Ferraioli:
| For | Against | Abstain | Broker Nonvotes | |||
| 325,436,011 | 2,373,577 | 161,985 | 24,335,904 |
Jeff D. Hunter:
| For | Against | Abstain | Broker Nonvotes | |||
| 320,086,687 | 7,725,167 | 159,719 | 24,335,904 |
Julie A. Lagacy:
| For | Against | Abstain | Broker Nonvotes | |||
| 322,168,622 | 5,645,016 | 157,935 | 24,335,904 |
John R. Sult:
| For | Against | Abstain | Broker Nonvotes | |||
| 325,301,792 | 2,510,484 | 159,297 | 24,335,904 |
As a result, Scott B. Helm, Hilary E. Ackermann, Arcilia C. Acosta, Gavin R. Baiera, Paul M. Barbas, James A. Burke, Lisa Crutchfield, Brian K. Ferraioli, Jeff D. Hunter, Julie A. Lagacy, and John R. Sult were elected to the Board.
Proposal Two - Approval, on an Advisory Basis, of Named Executive Officer Compensation. Voting results were as follows:
| For |
Against |
Abstain |
Broker Nonvotes | |||
| 274,370,741 | 52,534,744 | 1,066,088 | 24,335,904 |
As a result, the compensation of the named executive officers was approved on an advisory basis.
Proposal Three - Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2023. Voting results were as follows:
| For |
Against |
Abstain | ||
| 345,392,134 | 6,836,443 | 78,900 |
As a result, the Company’s selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 was ratified.
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 thereunto duly authorized.
Dated: May 5, 2023
| VISTRA CORP. | ||||
| By: | /s/ Yuki Whitmire | |||
| Name: | Yuki Whitmire | |||
| Title: | Vice President, Associate General Counsel, and Corporate Secretary | |||