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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 23, 2024
 ipglogo2018a04.jpg
THE INTERPUBLIC GROUP OF COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
1-6686
13-1024020
(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)
909 Third Avenue, New York, New York 10022
(Address of principal executive offices) (Zip Code)
(212)704-1200
(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, 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 $0.10 per share IPG 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.

(a) The annual meeting of stockholders of The Interpublic Group of Companies, Inc. ("IPG") was held on May 23, 2024.

(b) The following matters were voted upon with the results indicated below.

1. The nominees listed below were elected directors until the next annual meeting of stockholders with the respective votes set forth opposite their names:

NOMINEE FOR AGAINST ABSTAIN BROKER NON-VOTES
Jorge L. Benitez 330,125,337 356,723 286,075 16,548,160
Jocelyn Carter-Miller 308,223,190 22,266,634 278,311 16,548,160
Mary J. Steele Guilfoile 316,480,759 14,008,621 278,755 16,548,160
Dawn Hudson 320,425,905 10,043,023 299,207 16,548,160
Philippe Krakowsky 326,466,937 4,011,114 290,084 16,548,160
Jonathan F. Miller 328,149,937 2,323,050 295,148 16,548,160
Patrick Q. Moore 330,121,024 363,890 283,221 16,548,160
Linda S. Sanford 328,465,727 2,025,001 277,407 16,548,160
David M. Thomas 316,662,870 13,711,610 393,655 16,548,160
E. Lee Wyatt, Jr. 322,315,751 8,077,092 375,292 16,548,160

2. A proposal to approve confirmation of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year 2024 was approved with the votes set forth below:

For 322,619,420
Against
24,533,626
Abstain
163,249

        There were no broker non-votes.

3. An advisory ballot question on named executive officer compensation was approved with the votes set forth below:

For 303,006,496
Against
27,078,463
Abstain
683,176
Broker Non-Votes 16,548,160

4. A stockholder proposal entitled “Independent Board Chairman” was defeated with the votes set forth below:

For 43,640,104
Against
286,891,962
Abstain
236,069
Broker Non-Votes 16,548,160



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.
 
  THE INTERPUBLIC GROUP OF COMPANIES, INC.
Date: May 28, 2024
By:       /s/ Andrew Bonzani                           
  Name:   Andrew Bonzani
Title:     Executive Vice President and General Counsel