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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): June 16, 2020

EVERCORE INC.

(Exact name of registrant as specified in its charter)

Delaware		001-32975		20-4748747
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

55 East 52nd Street New York, New York 10055

(Address of principal executive offices)

(212) 857-3100

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(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 (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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.01 per share		EVR		New York Stock Exchange

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

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) Evercore Inc. (“Evercore”) held its annual meeting of stockholders on June 16, 2020.

(b) Stockholders voted on the matters set forth below.

1. The nominees for election to the Board of Directors were elected to serve as directors until the next Annual Meeting or until their successors are duly elected and qualified, based upon the following final tabulation of votes:

	Roger C. Altman				For				38,656,178
					Withheld				533,260
					Broker non-votes				2,720,786
	Richard I. Beattie				For				38,785,281
					Withheld				404,157
					Broker non-votes				2,720,786
	Pamela G. Carlton				For				39,079,941
					Withheld				109,497
					Broker non-votes				2,720,786
	Ellen V. Futter				For				38,991,441
					Withheld				197,997
					Broker non-votes				2,720,786
	Gail B. Harris				For				38,329,437
					Withheld				860,001
					Broker non-votes				2,720,786
	Robert B. Millard				For				38,751,357
					Withheld				438,081
					Broker non-votes				2,720,786
	Willard J. Overlock, Jr.				For				38,816,207
					Withheld				373,231
					Broker non-votes				2,720,786
	Sir Simon M. Robertson				For				38,814,835
					Withheld				374,603
					Broker non-votes				2,720,786
	Ralph L. Schlosstein				For				38,901,784
					Withheld				287,654
					Broker non-votes				2,720,786
	John S. Weinberg				For				38,579,475
					Withheld				609,963
					Broker non-votes				2,720,786
	William J. Wheeler				For				38,789,728
					Withheld				399,710
					Broker non-votes				2,720,786
	Sarah K. Williamson				For				38,816,821
					Withheld				372,617
					Broker non-votes				2,720,786
	Kendrick R. Wilson III				For				39,079,344
					Withheld				110,094
					Broker non-votes				2,720,786

2. The non-binding, advisory vote to approve executive compensation of Evercore’s named executive officers was approved based upon the following final tabulation of votes:

For			36,407,821
Against			2,458,374
Abstain			323,243
Broker non-votes			2,720,786

3. The Amended and Restated 2016 Evercore Inc. Stock Incentive Plan was approved based upon the following final tabulation of votes:

For			22,875,343
Against			16,278,613
Abstain			35,482
Broker non-votes			2,720,786

4. The appointment of Deloitte & Touche LLP as Evercore’s independent registered public accounting firm for 2020 was ratified, based upon the following final tabulation of votes:

For			41,375,290
Against			517,417
Abstain			17,517
Broker non-votes			N/A

(c) Not applicable.

(d) Not applicable.

Item 9.01

Submission of Matters to a Vote of Security Holders.

(d) Exhibits

Exhibit No.				Description
	10.1			Amended and Restated 2016 Evercore Inc. Stock Incentive Plan (incorporated by reference from Annex B to Evercore’s definitive proxy statement filed on April 24, 2020),
	99.1			Description of the Amended and Restated 2016 Evercore Inc. Stock Incentive Plan (incorporated by reference from the section entitled “Proposal 3 – Approval of the Amended and Restated 2016 Evercore Inc. Stock Incentive Plan” in Evercore’s definitive proxy statement filed on April 24, 2020).
	104			Cover Page Interactive Data is formatted in 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.

Dated: June 18, 2020