Corteva 8-K 2025-04-30

Filed 2025-05-06. 1 sections, 6K 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): April 30, 2025

Corteva, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware001-3871082-4979096
(State or other jurisdiction(Commission(I.R.S. Employer
of Incorporation)File Number)Identification No.)

9330 Zionsville Road,

Indianapolis, Indiana 46268

974 Centre Road,

Wilmington, Delaware 19805

(Address of principal executive offices)(Zip Code)

(833) 267-8382

(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:

☐ 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 Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareCTVANew 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. o

Item 5.07 Submission of Matters to a Vote of Security Holders

On April 30, 2025, Corteva, Inc. ("the Company") held its Annual Meeting of Stockholders. As of the close of business on March 5, 2025, the record date for the annual meeting, 683,014,582 shares of the Company’s common stock, par value $0.01 per share, were outstanding and entitled to vote. A total of 608,290,106 shares of common stock were voted in person or by proxy, representing 89.05 percent of the shares entitled to be voted. The following are the final voting results on proposals considered and voted upon at the meeting, all of which are described in the Company's Proxy Statement.

Proposal 1 - Election of Directors. The Company’s stockholders elected the following 12 nominees to serve on the Board of Directors until the next annual meeting of stockholders and until their successors have been duly elected or appointed.

DirectorForAgainstAbstainBroker Non-Votes
Lamberto Andreotti537,797,46514,137,0411,212,93055,142,670
Klaus A. Engel, Ph.D.536,452,77015,153,4931,541,17355,142,670
David C. Everitt538,106,09113,503,7001,537,64555,142,670
Janet P. Giesselman530,841,65819,619,0682,686,71055,142,670
Karen H. Grimes547,306,0614,681,4471,159,92855,142,670
Michael O. Johanns535,147,64716,453,3571,546,43255,142,670
Marcos M. Lutz542,630,4059,297,2491,219,78255,142,670
Charles V. Magro550,474,8481,449,5291,223,05955,142,670
Nayaki R. Nayyar537,820,67013,828,3691,498,39755,142,670
Gregory R. Page531,924,70119,676,6661,546,06955,142,670
Kerry J. Preete546,743,6275,188,5841,215,22555,142,670
Patrick J. Ward546,637,9015,292,7351,216,80055,142,670

Proposal 2 - Advisory Vote on Executive Compensation. The Company’s stockholders approved, by advisory vote, the compensation of its named executive officers.

ForAgainstAbstainBroker Non-Votes
488,400,62762,848,8091,898,00055,142,670

Proposal 3 - Ratification of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2025.

ForAgainstAbstain
599,202,4027,612,4561,475,248

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.

CORTEVA, INC.
(Registrant)
By:/s/ Brian Titus
Name:Brian Titus
Title:Vice President and Controller

May 6, 2025