Allegion plc0001579241false00015792412022-06-022022-06-020001579241us-gaap:CommonStockMember2022-06-022022-06-020001579241alle:ThreePointFivePercentSeniorNotesDue2029Member2022-06-022022-06-02


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 – June 2, 2022
(Date of earliest event reported)
____________________________________________

ALLEGION PUBLIC LIMITED COMPANY
(Exact name of registrant as specified in its charter)

____________________________________________

Ireland 001-35971 98-1108930
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

Block D
Iveagh Court
Harcourt Road
Dublin 2, D02 VH94, Ireland
(Address of principal executive offices, including zip code)

(353)(1) 2546200
(Registrant’s phone number, including area code)

N/A
(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 Name of exchange on which registered
Ordinary shares, par value $0.01 per share ALLE New York Stock Exchange
3.500% Senior Notes due 2029 ALLE 3 ½ New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 General Meeting held on June 2, 2022 (the "Annual Meeting"), the shareholders of Allegion plc (the “Company”):

(1) elected all eight of the Company's nominees for director;
(2) provided advisory approval of the compensation of the Company's named executive officers;
(3)
approved the appointment of PricewaterhouseCoopers to serve as the Company's independent auditors for the fiscal year ending December 31, 2022 and authorized the Audit and Finance Committee of the Board of Directors to set the auditors' remuneration;
(4) approved renewal of the Board of Directors’ existing authority to issue shares; and
(5) approved renewal of the Board of Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders.

Shares were voted on these proposals as follows:

Proposals 1(a)-(h). Election of eight (8) directors to hold office until the Company's next Annual General Meeting of Shareholders:

Nominees For Against Abstain Broker Non-Vote
(a) Kirk S. Hachigian 63,726,727 5,460,115 5,594,109 3,491,622
(b) Steven C. Mizell 67,759,571 6,989,529 31,851 3,491,622
(c) Nicole Parent Haughey 73,470,055 1,279,656 31,240 3,491,622
(d) Lauren B. Peters 74,285,481 466,182 29,288 3,491,622
(e) David D. Petratis 71,918,325 2,832,106 30,520 3,491,622
(f) Dean I. Schaffer 72,355,365 2,392,325 33,261 3,491,622
(g) Dev Vardhan 72,437,962 2,311,335 31,654 3,491,622
(h) Martin E. Welch III 72,091,186 2,657,438 32,327 3,491,622


Proposal 2. Advisory approval of the compensation of the Company's named executive officers:

For Against Abstain Broker Non-Vote
61,669,563 7,166,962 5,944,426 3,491,622


Proposal 3. Approval of the appointment of PricewaterhouseCoopers as the independent auditors of the Company for the fiscal year ending December 31, 2022 and authorization of the Audit and Finance Committee of the Board of Directors to set the auditors' remuneration:

For Against Abstain Broker Non-Vote
77,757,969 214,837 299,767




Proposal 4. Approval of renewal of the Board of Directors’ existing authority to issue shares.

For Against Abstain Broker Non-Vote
75,111,308 3,098,379 62,886


Proposal 5. Approval of renewal of the Board of Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders.

For Against Abstain Broker Non-Vote
77,828,916 346,643 97,014



SIGNATURE
Pursuant to the requirements of Section 12 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.

ALLEGION PLC
(Registrant)
Date: June 6, 2022 /s/ Hatsuki Miyata
Hatsuki Miyata
Secretary


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