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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 19, 2021

CHEMED CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

     1-8351

  31-0791746

(State or other
jurisdiction of
incorporation)

(Commission File Number)

(I.R.S. Employer
Identification
Number)

2600 First Financial Center, 255 East 5th Street, Cincinnati, OH 45202

(Address of principal executive offices)             (Zip Code)

Registrant's telephone number, including area code:

(513) 762-6690

 

Title of each class

 

Trading symbol

Name of each exchange on which

registered

Capital stock $1 par value

CHE

NYSE

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 (see General Instruction A.2 below):

[_]     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 Exchange Act (17 CFR 240-14d-2(b))

[_]     Pre-commencement communications pursuant to Rule 13e-4 (c) under Exchange Act (17 CFR 240-13e-4(c))

Securities registered pursuant to 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.  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.  [_]


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Item 5.07 Submission of Matters to a Vote of Security Holders

(a)On May 17, 2021, Chemed Corporation held its annual meeting of stockholders.

(b)Stockholders voted on the matters set forth below:

Item 1. Election of Directors. The following directors, who constitute the entire Board of Directors, were elected at the meeting by the votes indicated:

Nominee

For

Against

Abstentions

Broker non-votes

Kevin J. McNamara

13,880,604 

181,275 

12,649 

770,879 

Ron DeLyons

14,005,609 

54,011 

14,908 

770,879 

Joel F. Gemunder

12,674,528 

1,286,543 

113,459 

770,879 

Patrick P. Grace

11,356,020 

2,245,703 

472,806 

770,879 

Christopher J. Heaney

13,975,499

85,982 

13,048 

770,879 

Thomas C. Hutton

13,766,403 

295,963 

12,163 

770,879 

Andrea R. Lindell

13,632,787 

328,681 

113,062 

770,879 

Thomas P. Rice

13,735,348 

226,893 

112,289 

770,879 

Donald E. Saunders

13,331,746 

629,644 

113,139 

770,879 

George J. Walsh III

12,860,870 

1,101,516 

112,143 

770,879 

 

Item 2. Ratification of Independent Accountants. The proposal to ratify the appointment of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the company’s independent accountants for the year ending December 31, 2021, was approved with the following votes:

Voted

For

14,332,684 

Against

499,324 

Abstain

13,400 

Broker non-votes

-

Item 3. Executive Compensation. The proposal to approve, on a non-binding basis, the Company’s executive compensation program, was approved with the following votes:

Voted

For

13,373,906 

Against

673,428 

Abstain

27,195 

Broker non-votes

770,879 


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Item 4. Stockholder Proposal. The stockholder proposal requesting a semi-annual report on (a) the Company’s policies on political spending and (b) political contributions made was approved with the following votes:

Voted

For

11,159,406 

Against

2,764,206 

Abstain

150,917 

Broker non-votes

770,879 


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CHEMED CORPORATION

Dated:   May 19, 2021

By:

/s/ Michael D. Witzeman

Michael D. Witzeman

Vice President and Controller

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