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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): December 19, 2024
FactSet Research Systems Inc.
(Exact name of registrant as specified in its charter)
Delaware

1-11869

13-3362547
(State or other jurisdiction of

(Commission

(I.R.S. Employer
incorporation)

File Number)

Identification No.)
45 Glover Avenue
Norwalk, Connecticut 06850
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (203) 810-1000
Former name or former address, if changed since last report: None
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 classTrading Symbols(s)Name of each exchange on which registered
Common Stock, $0.01 Par ValueFDS
New York Stock Exchange LLC
The Nasdaq Stock Market
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) On December 19, 2024, FactSet held its 2024 Annual Meeting of Stockholders (the "Meeting").
(b) The four proposals described below were submitted to the Company's stockholders at the Meeting. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are also set forth below.
Proposal 1: To elect four members to FactSet's Board of Directors.
NomineeForAgainstAbstainBroker
Non-Votes
Siew Kai Choy32,024,834 402,055 18,444 2,374,125 
Laurie G. Hylton32,386,378 40,049 18,906 2,374,125 
Lee Shavel32,203,893 220,758 20,682 2,374,125 
Elisha Wiesel32,301,928 124,187 19,218 2,374,125 
The four nominees were elected to FactSet's Board of Directors. Siew Kai Choy, Laurie G. Hylton, Lee Shavel, and Elisha Wiesel will serve as directors until the Company's 2025 Annual Meeting of Stockholders or until their respective successors are elected and qualified. The other directors of the Company whose terms of office continued after the Meeting are Robin Abrams, Barak Eilam, Malcolm Frank, James J. McGonigle, Laurie Siegel, F. Philip Snow, and Maria Teresa Tejada.

Proposal 2: To ratify the appointment of the accounting firm of Ernst & Young LLP as FactSet's independent registered public accounting firm for the fiscal year ending August 31, 2025.
For34,469,967 
Against337,869 
Abstain11,622 
The appointment of Ernst & Young LLP was ratified.




Proposal 3: To approve, on a non-binding advisory basis, the fiscal 2024 compensation of the Company's named executive officers.
For30,661,628 
Against1,752,686 
Abstain31,019 
Broker Non-Votes2,374,125 
The fiscal 2024 compensation of FactSet's named executive officers was approved by a non-binding advisory vote.

Proposal 4: To vote, on a non-binding advisory basis, on a stockholder proposal for a 15% ownership threshold for special meetings of the stockholders of the Company.

For15,566,946 
Against16,826,036 
Abstain52,351 
Broker Non-Votes2,374,125 
The stockholder proposal was not approved by the Company's stockholders by a non-binding advisory vote.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits
Exhibit No.

Description
104Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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.




FACTSET RESEARCH SYSTEMS INC.
(Registrant)




December 20, 2024


By:

/s/ HELEN L. SHAN





Helen L. Shan
Executive Vice President, Chief Financial Officer
(Principal Financial Officer)

v3.24.4
Cover
Dec. 19, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Dec. 19, 2024
Entity Registrant Name FactSet Research Systems Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 1-11869
Entity Tax Identification Number 13-3362547
Entity Address, Address Line One 45 Glover Avenue
Entity Address, City or Town Norwalk
Entity Address, State or Province CT
Entity Address, Postal Zip Code 06850
City Area Code 203
Local Phone Number 810-1000
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 0001013237
Amendment Flag false
Common Stock 1  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, $0.01 Par Value
Trading Symbol FDS
Security Exchange Name NYSE
Common Stock 2  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, $0.01 Par Value
Trading Symbol FDS
Security Exchange Name NASDAQ

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