UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 31, 2020 (
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of Booz Allen Hamilton Holding Corporation (the “Company”) was held on July 29, 2020. The final voting results for each matter submitted to a vote of shareholders are set forth below.
| Proposal 1: | Election of Directors |
| Nominees | Votes For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||||||
| Ralph W. Shrader | 118,183,250 | 1,042,423 | 39,496 | 8,997,069 | ||||||||||||
| Joan Lordi C. Amble | 118,788,149 | 427,787 | 49,233 | 8,997,069 | ||||||||||||
| Michèle A. Flournoy | 118,776,210 | 442,237 | 46,722 | 8,997,069 | ||||||||||||
| Proposal 2: | The ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year 2021. |
| For | 126,638,639 | |||
| Against | 1,566,833 | |||
| Abstained | 56,766 |
| Proposal 3: | A non-binding advisory vote on the compensation for the Company's named executive officers, as disclosed in the Compensation Discussion and Analysis section of the proxy statement. |
| For | 113,147,799 | |||
| Against | 5,167,949 | |||
| Abstained | 949,421 | |||
| Broker Non-Votes | 8,997,069 |
| Proposal 4: | Approval of the adoption of the Fifth Amended and Restated Certificate of Incorporation to, among other things, eliminate the classification of the Board of Directors. |
| For | 119,162,613 | |||
| Against | 48,852 | |||
| Abstained | 53,704 | |||
| Broker Non-Votes | 8,997,069 |
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.
| Booz Allen Hamilton Holding Corporation | ||
| BY: | /s/ Nancy J. Laben | |
| Nancy J. Laben | ||
| Executive Vice President and Chief Legal Officer |
Date: July 31, 2020