EMERSON ELECTRIC CO. | Reducing the Supermajority Voting Requirements for Amendments to the Terms of any Series of Preferred Stock at EMERSON ELECTRIC CO.

Status
96.75% votes in favour
AGM date
Previous AGM date
Proposal number
6
Resolution details
Company ticker
EMR
Submitted by
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Other management proposal or proxy item
Filer type
Management
Company sector
Industrials
Company HQ country
United States
Resolved clause
Reducing the Supermajority Voting Requirements for Amendments to the Terms of any Series of Preferred Stock
Supporting statement
Currently, Article 4, Section 7 of our Restated Articles of Incorporation provides that the preferences, priorities, special rights
and special powers given to any series of the preferred stock may be altered, modified, changed or terminated, in such
manner as provided by law, upon the affirmative vote of the holders of two-thirds (2/3) of each series of Preferred Stock Item No. 4C requests that shareholders approve amendments to eliminate the supermajority voting standards and replace
them with a majority voting standard. The proposed changes to Article 4, Section 7 are set forth in their entirety in Appendix
C to this proxy statement.
The affirmative vote of a majority of our outstanding shares, whether or not present or represented by proxy at the 2025
Annual Meeting, is required to amend Article 4, Section 7 of the Restated Articles of Incorporation. See information about the
voting standard for this proposal on page 81
issued and outstanding whose rights will be affected by such proposed alteration, modification, change or termination. Proxy

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