BorgWarner Files 8-K: Shareholder Votes, Reg FD, Financials
Ticker: BWA · Form: 8-K · Filed: Apr 25, 2024 · CIK: 908255
| Field | Detail |
|---|---|
| Company | Borgwarner INC (BWA) |
| Form Type | 8-K |
| Filed Date | Apr 25, 2024 |
| Risk Level | low |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.01, $0.11 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, financial-reporting, regulation-fd
Related Tickers: BWA
TL;DR
BorgWarner dropped an 8-K: shareholder votes, Reg FD, and financials are in. Check it.
AI Summary
On April 24, 2024, BorgWarner Inc. filed an 8-K report detailing a submission of matters to a vote of security holders, a Regulation FD disclosure, and financial statements and exhibits. The filing also references senior notes due November 2022 and common stock.
Why It Matters
This filing provides important updates on BorgWarner's corporate governance, regulatory compliance, and financial reporting, which are crucial for investors to assess the company's current standing.
Risk Assessment
Risk Level: low — This is a routine 8-K filing for corporate disclosures and does not appear to contain any immediate negative news.
Key Players & Entities
- BORGWARNER INC. (company) — Registrant
- Delaware (jurisdiction) — State of incorporation
- April 24, 2024 (date) — Date of earliest event reported
- 3850 Hamlin Road, Auburn Hills, Michigan 48326 (address) — Principal executive offices
- November 2022 (date) — Senior notes due date
FAQ
What specific matters were submitted to a vote of security holders?
The filing indicates a submission of matters to a vote of security holders, but the specific details of these matters are not provided in the excerpt.
What is the purpose of the Regulation FD Disclosure mentioned in the filing?
The Regulation FD Disclosure item suggests that the company is making public disclosures to prevent selective disclosure of material nonpublic information.
Are there any new financial statements included with this 8-K filing?
Yes, the filing explicitly lists 'Financial Statements and Exhibits' as an item information, indicating that financial information is being provided.
What is the significance of the reference to 'Senior Notes Due November 2022'?
This reference indicates that the company had senior notes that were due in November 2022, and their status or any related actions might be relevant to the filing.
What is BorgWarner Inc.'s primary business as indicated by its SIC code?
BorgWarner Inc.'s Standard Industrial Classification (SIC) code is 3714, which corresponds to 'MOTOR VEHICLE PARTS & ACCESSORIES'.
Filing Stats: 656 words · 3 min read · ~2 pages · Grade level 9.6 · Accepted 2024-04-25 06:50:57
Key Financial Figures
- $0.01 — ich registered Common Stock, par value $0.01 per share BWA New York Stock Exchange
- $0.11 — y declared a quarterly cash dividend of $0.11 per share of the Company's common stock
Filing Documents
- bwa-20240424.htm (8-K) — 45KB
- a20240424dividendpr.htm (EX-99.1) — 4KB
- image.jpg (GRAPHIC) — 8KB
- 0000908255-24-000016.txt ( ) — 229KB
- bwa-20240424.xsd (EX-101.SCH) — 3KB
- bwa-20240424_def.xml (EX-101.DEF) — 15KB
- bwa-20240424_lab.xml (EX-101.LAB) — 29KB
- bwa-20240424_pre.xml (EX-101.PRE) — 17KB
- bwa-20240424_htm.xml (XML) — 4KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders The Annual Meeting of the Stockholders of BorgWarner Inc. (the "Company" or "BorgWarner") was held on Wednesday, April 24, 2024. Matters submitted to stockholders at the meeting and the voting results thereof were as follows: (a) Election of Sara A. Greenstein, Michael S. Hanley, Frdric B. Lissalde, Shaun E. McAlmont, Deborah D. McWhinney, Alexis P. Michas, Sailaja K. Shankar, and Hau N. Thai-Tang to the Board of Directors: For Against Abstention Broker Non-Votes Greenstein 183,061,860 4,409,741 173,115 12,467,607 Hanley 186,450,731 1,029,904 164,081 12,467,607 Lissalde 186,710,320 781,240 153,156 12,467,607 McAlmont 183,228,897 4,243,429 172,390 12,467,607 McWhinney 181,308,718 6,163,292 172,706 12,467,607 Michas 179,184,219 8,251,787 208,710 12,467,607 Shankar 185,237,626 2,210,260 196,830 12,467,607 Thai-Tang 185,389,245 2,084,759 170,712 12,467,607 (b) Approval, on an advisory basis, of the compensation of the Company's named executive officers: For Against Abstain Broker Non-Votes 136,529,706 50,770,702 344,308 12,467,607 (c) Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2024: For Against Abstain 193,754,225 6,198,072 160,026
01 Regulation FD Disclosures
Item 7.01 Regulation FD Disclosures On April 24, 2024, the Board of Directors of the Company declared a quarterly cash dividend of $0.11 per share of the Company's common stock. The dividend is payable on June 17, 2024 to stockholders of record on June 3, 2024. On April 25, 2024, the Company issued the press release attached as Exhibit 99.1, which is incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits. The following exhibits are being furnished as part of this Report. Exhibit Number Description 99.1 Press Release dated April 2 5 , 202 4 104.1 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL
SIGNATURES
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. BorgWarner Inc. Date: April 25, 2024 By: /s/ Tonit M. Calaway Name: Tonit M. Calaway Title: Executive Vice President and Secretary