SEC Form 8-K filed by Resideo Technologies Inc.

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): June 4, 2025

 

RESIDEO TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-38635		82-5318796
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

16100 N. 71st Street, Suite 550 Scottsdale, Arizona		85254
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (480) 573-5340

(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:		Name of each exchange on which registered:
Common Stock, par value $0.001 per share		REZI		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.

Resideo Technologies, Inc. (the “Company”) held its Annual Meeting of Shareholders on June 4, 2025. As of the record date for the meeting, there were 148,493,879 shares of common stock outstanding and 498,500 shares of Series A Cumulative Convertible Preferred Stock outstanding, which were entitled to vote on an as-converted to common stock basis (representing 18,517,830 votes), for a total voting power of 167,011,709 votes. The following matters set forth in the Company’s definitive proxy statement dated April 23, 2025, and filed with the Securities and Exchange Commission on April 23, 2025 (the “2025 Proxy Statement”), were voted upon with the results indicated below.

 

1.

The nominees listed below were elected as directors with the respective votes set forth opposite their names:

 

Proposal 1		For				Against				Abstentions				Broker Non-Votes
Andrew Teich			142,097,874				7,116,737				86,900				9,231,073
Jay Geldmacher			148,853,414				372,626				75,471				9,231,073
Paul Deninger			145,625,779				3,590,566				85,166				9,231,073
Cynthia Hostetler			142,082,930				7,150,648				67,933				9,231,073
Brian Kushner			139,870,998				9,351,761				78,752				9,231,073
Jack Lazar			147,995,505				1,224,946				81,060				9,231,073
Nina Richardson			142,032,004				7,152,746				116,761				9,231,073
Nathan Sleeper			148,620,775				591,568				89,168				9,231,073
John Stroup			148,886,443				325,805				89,263				9,231,073
Sharon Wienbar			141,878,790				7,350,601				72,120				9,231,073
Kareem Yusuf			144,181,715				5,041,017				78,779				9,231,073

 

2.

The non-binding advisory vote on executive compensation disclosed in the Company’s 2025 Proxy Statement was approved by the votes set forth below:

 

		For		Against		Abstentions		Broker Non-Votes
Proposal 2		122,904,568		26,240,554		156,389		9,231,073

 

3.

The frequency of one year received the highest number of votes for the non-binding advisory vote on the frequency of future advisory votes to approve executive compensation disclosed in the Company’s 2025 Proxy Statement by the votes set forth below:

 

		One Year		Two Years		Three Years		Abstentions		Broker Non-Votes
Proposal 3		140,590,819		72,497		8,270,240		367,955		9,231,073

 

4.

The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2025 was approved by the votes set forth below:

 

		For		Against		Abstentions		Broker Non-Votes
Proposal 4		158,238,539		205,585		88,460		—

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.

 

Date: June 6, 2025				RESIDEO TECHNOLOGIES, INC.
				By:		/s/ Jeannine J. Lane
				Name:		Jeannine J. Lane
				Title:		Executive Vice President, General Counsel and Corporate Secretary