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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): January 29, 2024
_____________________________________________________________________________________
enrlogoa42.jpg
Energizer Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
Missouri
1-36837
36-4802442
(State or other jurisdiction of
incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)
533 Maryville University Drive
St. Louis, Missouri 63141
(Address of principal executive offices)
Registrant’s telephone number, including area code: (314) 985-2000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.01 per shareENRNew York Stock Exchange
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐
If an emerging growth company, indicate by checkmark 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 January 29, 2024, Energizer Holdings, Inc. (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, of the 71,770,694 shares outstanding and entitled to vote, 67,398,080 were represented, constituting a quorum. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:

Proposal 1: Management’s nominees for director were elected to serve until the Annual Shareholders’ Meeting to be held in 2025, or until their respective successors are elected and qualified, by the votes of the shareholders set forth in the table below:

NomineeForAgainstAbstainBroker
Non-Votes
Cynthia J. Brinkley60,615,306 513,851 93,684 6,175,239 
Rebecca D. Frankiewicz60,747,105 381,872 93,864 6,175,239 
Kevin J. Hunt60,777,220 348,713 96,908 6,175,239 
James C. Johnson60,687,521 439,394 95,926 6,175,239 
Mark S. LaVigne60,864,829 261,785 96,227 6,175,239 
Patrick J. Moore60,813,328 313,318 96,195 6,175,239 
Donal L. Mulligan60,666,084 460,617 96,140 6,175,239 
Nneka L. Rimmer60,789,636 335,986 97,219 6,175,239 
Robert V. Vitale55,582,010 5,541,923 98,908 6,175,239 


Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2024 was ratified by the votes of the shareholders set forth in the table below:

ForAgainstAbstain
66,899,337370,682128,061

Proposal 3: The Company’s executive compensation, as described in the Company’s Proxy Statement, was approved by the non-binding advisory votes of the shareholders set forth in the table below:
Broker
ForAgainstAbstainNon-Votes
60,107,035882,341233,4656,175,239


Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are attached hereto:

Exhibit
NumberDescription of Exhibit
101Pursuant to Rule 406 of Regulation S-T, the cover page information is formatted in iXBRL (Inline eXtensible Business Reporting Language).
104Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101).










SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.




ENERGIZER HOLDINGS, INC.


By: /s/ John J. Drabik
John J. Drabik
Executive Vice President and Chief Financial Officer

Dated: January 30, 2024

v3.24.0.1
Cover Page
Jan. 29, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jan. 29, 2024
Entity Registrant Name Energizer Holdings, Inc.
Entity Incorporation, State or Country Code MO
Entity File Number 1-36837
Entity Tax Identification Number 36-4802442
Entity Address, Address Line One 533 Maryville University Drive
Entity Address, City or Town St. Louis
Entity Address, State or Province MO
Entity Address, Postal Zip Code 63141
City Area Code 314
Local Phone Number 985-2000
Title of 12(b) Security Common Stock, par value $.01 per share
Trading Symbol ENR
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001632790
Amendment Flag false
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