UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 10, 2025, Calumet, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”). At the 2025 Annual Meeting, the Company’s stockholders voted on four proposals as described below.
Proposal No. 1 - Election of Class I Directors
The Company’s stockholders elected the four Class I director nominees listed below as directors of the Company, each to serve until the Company’s 2028 Annual Meeting of Stockholders and until their successors are duly elected and qualified. The voting results were as follows:
| Nominees |
For | Withhold | Broker Non-Votes | |||||||||
| John (“Jack”) G. Boss |
41,616,233 | 391,687 | 25,991,156 | |||||||||
| Stephen P. Mawer |
41,505,100 | 502,820 | 25,991,156 | |||||||||
| Karen Narwold |
41,611,291 | 396,629 | 25,991,156 | |||||||||
| Julio Quintana |
41,615,602 | 392,318 | 25,991,156 | |||||||||
Proposal No. 2 - Advisory Vote to Approve Executive Compensation
The Company’s stockholders approved, on a non-binding, advisory basis, the Company’s executive compensation. The voting results were as follows:
| For: |
40,897,636 | |||
| Against: |
851,240 | |||
| Abstain: |
259,044 | |||
| Broker Non-Votes: |
25,991,156 |
Proposal No. 3 - Advisory Vote on the Frequency of the Executive Compensation Vote
The Company’s stockholders voted on a non-binding, advisory basis on the frequency of future votes on executive compensation. The voting results were as follows:
| 1 Year: |
41,196,941 | |||
| 2 Years: |
119,286 | |||
| 3 Years: |
510,710 | |||
| Abstain: |
180,983 | |||
| Broker Non-Votes: |
25,991,156 |
In light of these voting results, the Company plans to hold future advisory votes on executive compensation annually until the next required vote on the frequency of such advisory votes, or until the Board of Directors of the Company otherwise determines that a different frequency is in the best interests of the Company and its stockholders.
Proposal No. 4 - Ratification of the Selection of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025. The voting results were as follows:
| For: |
67,570,344 | |||
| Against: |
193,850 | |||
| Abstain: |
234,882 |
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.
| CALUMET, INC. | ||||||
| Date: June 16, 2025 | By: | /s/ David Lunin | ||||
| Name: | David Lunin | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||