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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 14, 2025

 

 

Frontdoor, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38617

82-3871179

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

3400 Players Club Parkway,

 

Memphis, Tennessee

 

38125

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 901 701-5000

 

 

(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:

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 class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common stock, par value $0.01 per share

 

FTDR

 

The Nasdaq Stock Market LLC

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.

On May 14, 2025, the Company held its 2025 Annual Meeting for Stockholders. The holders of 94.43% shares of the Company’s common stock (or 69,778,721 of the 73,893,487 shares outstanding and entitled to vote) were represented in person or by proxy constituting a quorum. At the meeting, the Company’s stockholders (1) elected the eight persons listed below to serve as directors for a term of one year expiring at the Company’s 2026 annual meeting of stockholders and until their successors have been duly elected and qualified, or until their earlier death, resignation, retirement, disqualification or removal from office; (2) ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2025; and (3) approved, on an advisory basis, the Company’s named executive officer compensation. Each of these proposals is described in greater detail in the 2025 Proxy Statement. Set forth below are the voting results for these proposals.

(1)
Election of eight directors for a term of one year expiring at the Company’s 2026 annual meeting of stockholders and until their successors have been duly elected and qualified, or until their earlier death, resignation, retirement, disqualification or removal from office:

Nominee Name

Votes For

Votes Against

Abstentions

Broker Non-Votes

William C. Cobb

65,346,497

2,978,164

22,693

1,431,367

D. Steve Boland

67,291,902

1,014,229

41,223

1,431,367

Anna C. Catalano

67,525,193

801,263

20,898

1,431,367

Peter L. Cella

68,105,065

221,165

21,125

1,431,367

Christopher L. Clipper

68,162,132

164,745

20,477

1,431,367

Balakrishnan A. Ganesh

68,156,955

169,164

21,235

1,431,367

Brian P. McAndrews

65,731,289

2,572,770

43,295

1,431,367

Liane J. Pelletier

68,101,299

224,411

21,644

1,431,367

(2)
Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2025:

Votes For

Votes Against

Abstentions

Broker Non-Votes

69,443,559

313,108

22,054

0


(3)
Advisory vote to approve the Company’s named executive officer compensation:

Votes For

Votes Against

Abstentions

Broker Non-Votes

64,197,572

4,053,225

96,557

1,431,367

 


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.

 

 

 

FRONTDOOR, INC.

 

 

 

 

Date:

May 20, 2025

By:

/s/ Jeffrey A. Fiarman

 

 

 

Name: Jeffrey A. Fiarman
Title: Senior Vice President, Chief Legal Officer and Secretary