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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 7, 2020


E*TRADE Financial Corporation
(Exact name of registrant as specified in its charter)
 
Delaware
001-11921
94-2844166
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

671 N. Glebe Road, Arlington, Virginia 22203
(Address of principal executive offices and Zip Code)

(646) 521-4340
(Registrant’s telephone number, including area code)

Not Applicable
(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 Stock, par value $0.01 per share
ETFC
The NASDAQ Stock Market LLC
NASDAQ Global Select Market

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

At the Annual Meeting of Stockholders of E*TRADE Financial Corporation (the “Company”) held on May 7, 2020, stockholders considered four proposals, each of which is described in more detail in the Company’s definitive proxy statement filed on March 24, 2020.

The vote results detailed below represent the final results as certified by the Inspector of Elections:

Proposal 1
 
Election of 12 nominees to serve on the Company’s Board of Directors for a term that will end at the Company’s 2021 Annual Meeting of Stockholders:

Director
For
Against
Abstain
Broker Non-Vote
Richard J. Carbone
156,051,602
7,989,711
969,840
15,011,604
Robert J. Chersi
163,815,238
225,219
970,696
15,011,604
Jaime W. Ellertson
163,799,351
242,341
969,461
15,011,604
James P. Healy
156,287,019
7,752,741
971,393
15,011,604
Kevin T. Kabat
154,385,074
9,765,727
860,352
15,011,604
James Lam
163,805,796
234,711
970,646
15,011,604
Rodger A. Lawson
163,013,559
948,270
1,049,324
15,011,604
Shelley B. Leibowitz
163,950,779
204,860
855,514
15,011,604
Michael A. Pizzi
163,824,114
328,828
858,211
15,011,604
Rebecca Saeger
154,788,360
9,366,760
856,033
15,011,604
Donna L. Weaver
159,804,215
4,403,077
803,861
15,011,604
Joshua A. Weinreich
156,120,892
8,027,842
862,419
15,011,604

Proposal 2
 
Approval, by a non-binding advisory vote, of the compensation of the Company’s Named Executive Officers (the “Say-on-Pay Vote”):

For
Against
Abstain
Broker Non-Vote
103,846,353
59,852,667
1,312,133
15,011,604

Proposal 3

Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2020:

For
Against
Abstain
174,157,204
5,032,809
832,744

Proposal 4
 
A stockholder proposal regarding simple majority voting.

For
Against
Abstain
Broker Non-Vote
160,735,298
989,711
3,286,144
15,011,604
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.
 
 
E*TRADE FINANCIAL CORPORATION
   
Dated:  May 7, 2020
By:
/s/
Lori S. Sher
 
 

Lori S. Sher
 
 

Corporate Secretary