H&R BLOCK INC
For the period ended Nov 6, 2024. Filed Sep 25, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Nov 6, 2024 · Filed Sep 25, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
| Filed by the Registrant ☒ | Filed by a Party other than the Registrant ☐ |
|---|
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
H&R BLOCK, INC.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
One H&R Block Way
Kansas City, Missouri 64105
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
to be held NOVEMBER 6, 2024
| Date and Time | Virtual Meeting Site | |
| Wednesday, November 6, 20248:00 a.m. Central Time | www.virtualshareholdermeeting.com/HRB2024 |
| Items of Business: · Our Board of Directors Recommends You Vote: | ||
|---|---|---|
| 1. | Election of the eight nominees for director named in this proxy statement (See page 5); | FOR each nominee |
| 2. | Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2025 (See page 54); | FOR the ratification of the appointment |
| 3. | Advisory approval of the Company’s named executive officer compensation (See page 55); and | FOR approval, on an advisory basis |
| 4. | To transact such other business as may properly come before the meeting and any adjournment or postponement thereof. | |
These items of business are more fully described in the proxy statement accompanying this notice. The Board of Directors has fixed the close of business on September 13, 2024 as the record date for determining shareholders of the Company entitled to receive notice of and vote at the meeting and any adjournment or postponement thereof.
To be admitted to the meeting online, you must enter the Control Number found on your proxy card, voting instruction card, or notice of availability of proxy materials. A list of shareholders entitled to vote at the meeting will be made available during the meeting at the website referenced above.
Whether or not you expect to attend the annual meeting VIRTUALLY, we urge you to vote your shares via the toll-free telephone number or over the internet, as provided in the enclosed materials. if you requested a proxy card by mail, you may sign, date, and mail the proxy card in the envelope provided.
By Order of the Board of Directors,
KATHARINE M. HAYNES
Vice President and Corporate Secretary
Kansas City, Missouri
September 25, 2024
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON NOVEMBER 6, 2024. The Notice of Annual Meeting, Proxy Statement and Annual Report on Form 10-K for the fiscal year endedJune 30, 2024 are available at www.proxyvote.com.
September 25, 2024
Dear Fellow Shareholders,
Fiscal 2024 was another exceptional year for our Company. On August 16, the day after we reported our results for the year, our stock price reached another all-time record high, reflecting the market’s recognition of our recent results, our future prospects, and our strong policy of returning capital to you, our shareholders, through dividend payments and share repurchases. Since my last report to you in September 2023, our stock appreciated more than 50%. For more detail, please review our 2024 Annual Report where Jeff Jones, our President and CEO, describes our achievements through the fourth year of our Block Horizons 2025 journey.
The outstanding performance of our senior management team, our associates, and our franchisees has been central to our ongoing success. However, I also want to highlight the value that the support of you, our shareholders, has meant to our transformational journey. When Jeff Jones joined us in 2017 with a mandate for transformation, it represented a clear choice. We chose to build upon the foundation Henry and Richard Bloch established, to serve more clients in more ways as a trusted partner year-round. That decision was not without risk. But it was a risk the Board of Directors was confident in taking because we knew we had the strong support of our shareholders. That support has been confirmed time and again, as we defined and then pursued our Block Horizon 2025 strategy.
Before concluding, I want to recognize the contribution of Tony Bowen, our CFO, who retired on September 13. During his more than 20 years of service to the Company, Tony has played many roles. But it is as CFO for the last 8 years that Tony has had the most impact on our growth and financial success. Thank you, Tony.
Our fellow director, Yolande Piazza, resigned on September 17, 2024. On behalf of the Board, I want to thank Yo for her outstanding service.
I look forward to welcoming you to our Annual Meeting on November 6. As has recently been the case, the meeting will be entirely virtual and I encourage you to attend. Jeff Jones and I will be ready to receive your comments and respond to any questions. On behalf of the Board of Directors, thank you again for your continuing support.
Best regards,
Robert A. Gerard
Chairman of the Board
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