Berkshire Hathaway 8-K 2024-05-04

Filed 2024-05-07. 1 sections, 8K characters. Original on sec.gov · Markdown · JSON

Form 8-K

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 4, 2024

BERKSHIRE HATHAWAY INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE001-1490547-0813844
(STATE OR OTHER JURISDICTION OF INCORPORATION)(COMMISSION FILE NUMBER)(I.R.S. EMPLOYER IDENTIFICATION NO.)
3555 Farnam Street
Omaha, Nebraska68131
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)(ZIP CODE)

(402) 346-1400

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE

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 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 classTrading SymbolsName of each exchange on which registered
Class A Common StockBRK.ANew York Stock Exchange
Class B Common StockBRK.BNew York Stock Exchange
0.000% Senior Notes due 2025BRK25New York Stock Exchange
1.125% Senior Notes due 2027BRK27New York Stock Exchange
2.150% Senior Notes due 2028BRK28New York Stock Exchange
1.500% Senior Notes due 2030BRK30New York Stock Exchange
2.000% Senior Notes due 2034BRK34New York Stock Exchange
1.625% Senior Notes due 2035BRK35New York Stock Exchange
2.375% Senior Notes due 2039BRK39New York Stock Exchange
0.500% Senior Notes due 2041BRK41New York Stock Exchange
2.625% Senior Notes due 2059BRK59New York Stock Exchange

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 2.02Results of Operations and Financial Condition.

On May 4, 2024, Berkshire Hathaway Inc. issued a press release announcing the Company’s earnings for the first quarter ended March 31, 2024. A copy of this press release is furnished with this report as an exhibit to this Form 8-K.

ITEM 5.07Submission of Matters to a Vote of Security Holders

On May 4, 2024, Berkshire Hathaway Inc. held an annual meeting of its shareholders. The agenda items for the meeting along with the vote of the Company’s Class A and Class B common shareholders voting together as a single class with respect to each of the agenda items are shown below. There were seven items acted on at that meeting as follows: 1) Election of Directors; 2) A shareholder proposal regarding how the Company intends to measure, disclose and reduce GHG emissions associated with its underwriting, insuring and investing activities; 3) A shareholder proposal requesting that the Board of Directors disclose in a consolidated annual report GHG emissions data by scope, as well as progress toward its net-zero decarbonization goal, for Berkshire Hathaway Energy; 4) A shareholder proposal regarding the reporting on the effectiveness of the Corporation’s diversity, equity and inclusion efforts; 5) A shareholder proposal requesting that the Boad of Directors form a Railroad Safety Committee of independent directors; 6) A shareholder proposal requesting that the Board seek an audited report assessing how applying the findings of the Energy Policy Research Foundation would affect the assumptions, costs, estimates and valuations underlying the Company’s financial statements; 7) A shareholder proposal requesting that the Company report annually on the nature and extent to which the Company’s operations depend on and are vulnerable to China.

Proposal 1 – Election of Directors

ForWithheld
Warren E. Buffett444,91217,865
Gregory E. Abel445,01017,768
Howard G. Buffett443,88218,895
Susan A. Buffett444,94517,832
Stephen B. Burke413,30649,471
Kenneth I. Chenault413,75249,025
Christopher C. Davis447,50715,270
Susan L. Decker398,70464,074
Charlotte Guyman397,29165,486
Ajit Jain445,02317,754
Thomas S. Murphy, Jr.413,95848,820
Ronald L. Olson443,67119,107
Wallace R. Weitz450,03812,740
Meryl B. Witmer449,62813,150

The results of the other matters acted upon at the meeting were as follows.

ForAgainstAbstain
Proposal 2 – Shareholder proposal96,010361,5955,172
ForAgainstAbstain
Proposal 3 – Shareholder proposal81,136376,4065,235
ForAgainstAbstain
Proposal 4 – Shareholder proposal94,181365,9132,683
ForAgainstAbstain
Proposal 5 – Shareholder proposal16,457444,0672,254
ForAgainstAbstain
Proposal 6 – Shareholder proposal3,604453,8335,340
ForAgainstAbstain
Proposal 7 – Shareholder proposal6,418453,7522,607
ITEM 9.01Financial Statements and Exhibits
Exhibit 99.1Berkshire Hathaway Inc. Earnings Release Dated May 4, 2024
Exhibit 104Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

May 7, 2024BERKSHIRE HATHAWAY INC.
/s/ Marc D. Hamburg
By: Marc D. Hamburg
Senior Vice President and Chief Financial Officer