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
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Item 5.07. Submission of Matters to a Vote of Security Holders.
The Annual Meeting was held on May 24, 2023. At the Annual Meeting, the shareholders of the Company voted on the following matters submitted to them for consideration:
1.The Company’s shareholders elected all persons nominated as directors to serve until the Company’s 2024 Annual Meeting of Shareholders, as set forth in the Proxy Statement, with the following voting results:
| Votes | Votes | Broker | ||||||||||||||||||||||||
| Nominee | “For” | "Against" | Abstentions | Non-Votes | ||||||||||||||||||||||
| Lee Adrean | 487,964,822 | 1,363,404 | 404,202 | 38,339,432 | ||||||||||||||||||||||
| Ellen R. Alemany | 471,678,754 | 17,664,520 | 389,154 | 38,339,432 | ||||||||||||||||||||||
| Mark D. Benjamin | 486,511,289 | 2,876,049 | 345,090 | 38,339,432 | ||||||||||||||||||||||
| Vijay G. D'Silva | 482,441,118 | 6,911,400 | 379,910 | 38,339,432 | ||||||||||||||||||||||
| Stephanie L. Ferris | 486,656,625 | 2,782,026 | 293,777 | 38,339,432 | ||||||||||||||||||||||
Jeffrey A. Goldstein | 474,659,965 | 14,673,881 | 398,582 | 38,339,432 | ||||||||||||||||||||||
| Lisa A. Hook | 467,555,530 | 21,782,965 | 393,933 | 38,339,432 | ||||||||||||||||||||||
| Kenneth T. Lamneck | 475,724,683 | 13,654,371 | 353,374 | 38,339,432 | ||||||||||||||||||||||
| Gary L. Lauer | 470,111,703 | 19,277,854 | 342,871 | 38,339,432 | ||||||||||||||||||||||
| Louise M. Parent | 481,705,250 | 7,632,821 | 394,357 | 38,339,432 | ||||||||||||||||||||||
| Brian T. Shea | 485,425,272 | 3,902,247 | 404,909 | 38,339,432 | ||||||||||||||||||||||
| James B. Stallings, Jr | 477,684,065 | 11,639,037 | 409,326 | 38,339,432 | ||||||||||||||||||||||
2.The Company’s shareholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, with 447,644,511 votes for, 39,135,163 votes against, 2,952,754 abstentions and 38,339,432 broker non-votes.
3.The Company’s shareholders voted upon and approved an annual frequency vote under a nonbinding proposal on the frequency of advisory votes on executive compensation with 481,118,708 votes for annual frequency, 547,595 votes for every 2 years, 7,735,541 votes for every 3 years, and 330,584 abstentions. FIS will include a stockholder vote on the compensation of executives in its proxy materials on an annual basis until the next required vote on the frequency of shareholder votes on the compensation of executives.
4.The Company’s shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2023, with 513,230,484 votes for, 14,467,271 votes against and 374,105 abstentions.
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.
| Fidelity National Information Services, Inc. | |||||||||||
| Date: May 26, 2023 | By: | /s/ Charles H. Keller | |||||||||
| Name: | Charles H. Keller | ||||||||||
| Title: | Senior Vice President, Sr. Deputy General Counsel and Corporate Secretary | ||||||||||