Home Depot 8-K 2025-05-22

Filed 2025-05-28. 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 22, 2025

__________________

THE HOME DEPOT, INC.

(Exact Name of Registrant as Specified in Charter)

__________________

Delaware1-820795-3261426
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

2455 Paces Ferry Road, Atlanta, Georgia 30339

(Address of Principal Executive Offices) (Zip Code)

(770) 433-8211

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 (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 Symbol(s)Name of each exchange on which registered
Common Stock, $0.05 Par Value Per ShareHDNew 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 5.07. Submission of Matters to a Vote of Security Holders.

The 2025 Annual Meeting of Shareholders of The Home Depot, Inc. (the “Company”) was held on May 22, 2025. Below are the final vote results from the meeting.

Proposal 1: The following nominees were elected by majority vote to serve on the Board of Directors of the Company:

FORAGAINSTABSTAINBROKER NON-VOTES
Gerard J. Arpey694,921,08914,023,2581,063,654138,693,972
Ari Bousbib678,305,86030,575,9411,126,200138,693,972
Jeffery H. Boyd654,712,66954,238,8621,056,470138,693,972
Gregory D. Brenneman682,996,95425,967,3741,043,673138,693,972
J. Frank Brown666,102,98442,836,2641,068,753138,693,972
Edward P. Decker650,237,29855,528,5744,242,129138,693,972
Wayne M. Hewett676,847,38632,107,1511,053,464138,693,972
Manuel Kadre702,589,0426,332,4811,086,478138,693,972
Stephanie C. Linnartz703,053,7465,946,6391,007,616138,693,972
Paula A. Santilli698,722,21910,290,056995,726138,693,972
Caryn Seidman-Becker696,406,02512,594,5911,007,385138,693,972
Asha Sharma702,039,8346,921,9331,046,234138,693,972

Proposal 2: The appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending February 1, 2026 was ratified.

FORAGAINSTABSTAINBROKER NON-VOTE
797,880,39249,510,1241,311,457N/A

Proposal 3: An advisory vote on executive compensation was approved.

FORAGAINSTABSTAINBROKER NON-VOTE
666,424,47240,289,3953,294,134138,693,972

Proposal 4: A shareholder proposal regarding an independent chair of the Board was not approved.

FORAGAINSTABSTAINBROKER NON-VOTE
193,933,942513,939,8732,134,186138,693,972

Proposal 5: A shareholder proposal regarding a biodiversity impact and dependency assessment was not approved.

FORAGAINSTABSTAINBROKER NON-VOTE
116,914,429585,622,2037,471,369138,693,972

Proposal 6: A shareholder proposal regarding a report on packaging policies for plastics was not approved.

FORAGAINSTABSTAINBROKER NON-VOTE
119,464,565582,449,4568,093,980138,693,972

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.

THE HOME DEPOT, INC.
Date: May 28, 2025By:/s/ Teresa Wynn Roseborough
Name:Teresa Wynn Roseborough
Title:Executive Vice President, General Counsel and Corporate Secretary