8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 13, 2025

CABOT CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE

(State or Other Jurisdiction

of Incorporation)

1-5667

04-2271897

(Commission

File Number)

(IRS Employer

Identification No.)

TWO SEAPORT LANE, SUITE 1400,

BOSTON, MASSACHUSETTS

02210-2019

(Address of Principal Executive Offices)

(Zip Code)

(617) 345-0100

(Registrant’s Telephone Number, Including Area Code)

(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 Securities Exchange Act of 1934:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $1 par value per share

CBT

The New 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

On March 13, 2025, the Company held its annual meeting of stockholders pursuant to notice duly given. The Company’s stockholders voted on the following four proposals and cast their votes as set forth below.

All of the Board’s nominees for director were elected to the class of directors whose term expires in 2028 by the votes set forth in the table below:


	For		Against		Abstain		Broker Non-Votes
Michael M. Morrow		43,809,837		3,473,843		64,826		2,009,120
Thierry Vanlancker		46,730,384		591,628		26,494		2,009,120
Michelle E. Williams		46,416,822		905,987		25,697		2,009,120
Frank A. Wilson		44,906,067		2,412,890		29,549		2,009,120

In addition to the directors elected at the meeting to the class of directors whose terms expire in 2028, the terms of office of the following directors continued after the meeting: Juan Enriquez, Sean D. Keohane, William C. Kirby, Raffiq Nathoo, Cynthia A. Arnold, Douglas G. Del Grosso, and Christine Y. Yan.

The Company’s stockholders submitted the votes set forth in the table below for the approval, on an advisory basis, of the compensation of the Company’s named executive officers:


For:			46,419,685
Against:			746,567
Abstain:			182,253
Broker Non-Votes:			2,009,120

The Company’s stockholders approved the Cabot Corporation 2025 Long-Term Incentive Plan by the votes set forth in the table below:


For:			43,437,221
Against:			3,796,404
Abstain:			114,881
Broker Non-Votes:			2,009,120

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2025 by the votes set forth in the table below:


For:			47,699,052
Against:			1,629,992
Abstain:			28,582

The proposal to ratify the appointment of Deloitte & Touche LLP was a routine matter and, therefore, there were no broker non-votes relating to that matter.

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.


CABOT CORPORATION

By:		/s/ Karen A. Kalita
Name:		Karen A. Kalita
Title:		Senior Vice President and General Counsel

Date: March 18, 2025