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 9, 2017

 
 
 
 
 
 Avon Products, Inc.
(Exact name of registrant as specified in charter)
 
 
 
 
 

 
 
 
 
 
New York
 
1-4881
 
13-0544597
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

Building 6, Chiswick Park
London W4 5HR
United Kingdom
(Address of principal executive offices) (Zip Code)
+44-1604-232425
(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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))





o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o

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.
The 2017 Annual Meeting of Shareholders (the "2017 Annual Meeting") of Avon Products, Inc. (the "Company") was held on May 9, 2017. The final results of voting on each of the matters submitted to a vote of shareholders at the 2017 Annual Meeting are set forth below.

1. Each of the director nominees listed below were elected for one-year terms expiring in 2018:
 
 
Votes For
 
Withheld
 
Broker
Non-Votes
Jose Armario
 
421,458,500
 
7,634,220
 
38,619,515
W. Don Cornwell
 
403,772,814
 
25,319,907
 
38,619,515
Nancy Killefer
 
406,458,981
 
22,633,740
 
38,619,515
Susan J. Kropf
 
425,947,556
 
3,145,165
 
38,619,515
Helen McCluskey
 
406,939,205
 
22,153,516
 
38,619,515
Sherilyn S. McCoy
 
424,226,804
 
4,865,916
 
38,619,515
Charles H. Noski
 
422,730,510
 
6,362,211
 
38,619,515
Cathy D. Ross
 
425,107,909
 
3,984,812
 
38,619,515


2. The advisory vote on executive compensation was approved:
Votes For
 
Votes
Against
 
Abstentions
 
Broker
Non-Votes
301,005,612
 
127,339,244
 
750,427
 
38,619,515

3. The option to hold annual executive compensation advisory votes received the highest number of votes:
 
 
 
 
 
 
 
 
1 Year
 
2 Years
 
3 Years
 
Abstentions
380,597,287
 
239,163
 
47,844,833
 
414,000
 
 
 
 
 
 
 
In light of these results, the Board of Directors has determined to hold annual executive compensation advisory votes.






4. The appointment of PricewaterhouseCoopers LLP, United Kingdom as the Company's independent registered public accounting firm for 2017 was ratified:
Votes For
 
Votes
Against
 
Abstentions
465,091,771
 
2,386,763
 
236,265






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.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AVON PRODUCTS, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Registrant)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
By
/s/ Ginny Edwards
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Name: Ginny Edwards
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Title: Vice President and Corporate Secretary

Date: May 9, 2017