Washington, D.C. 20549


Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2016

(Exact name of registrant as specified in its charter)

Delaware 1-07151 31-0595760
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation)   Identification No.)

1221 Broadway, Oakland, California 94612-1888
(Address of principal executive offices) (Zip code)

(510) 271-7000
(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:

[    ] 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))

Item 5.02 

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On November 14, 2016, Thomas D. Johnson, Vice President - Global Business Services and Chief Accounting Officer of The Clorox Company (the “Company”), provided notice of his intention to retire from the Company on March 1, 2017, following 28 years of service with the Company.

(c) On November 15, 2016, the Board of Directors of the Company appointed Jeff Baker, age 47, as Principal Accounting Officer, effective March 1, 2017. Mr. Baker will replace Thomas D. Johnson, who announced his intention to resign effective as of March 1, 2017, as disclosed above. Mr. Baker will take over Mr. Johnson’s duties as Principal Accounting Officer on March 1, 2017, and will have the title Vice President – Chief Accounting Officer & Corporate Controller.

Mr. Baker is currently the Company’s Vice President – Corporate Controller, a position he has held since August 2014. In this role, he is responsible for the Company’s financial reporting process, including accounting policy development and implementation, the account close process, consolidation of worldwide financial results, designing and implementing financial reporting controls and reporting to the Securities and Exchange Commission. Mr. Baker has extensive accounting expertise and has been deeply involved in the Company’s accounting matters since joining the Company in 2014. Prior to joining the Company, Mr. Baker held positions of Corporate Controller and Director of Finance at Cree, Inc., a publicly-traded manufacturer of LED consumer and industrial products from August 2008 to July 2014.

Any changes to Mr. Baker’s compensation arrangement in connection with the appointment described above have not yet been determined.

Mr. Baker has no familial relationships nor related party transactions with the Company that would require disclosure under Items 401(d) or 404(a) of Regulation S-K (17 CFR 229.401(d) and 229.404(a)) in connection with his appointment described above.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On November 16, 2016, The Clorox Company (the “Company”) held its annual meeting of stockholders in Oakland, California. The matters voted on and the results of the vote were as follows:

       1.       The Company’s stockholders elected the following directors to each serve until the next Annual Meeting of Stockholders or until a successor is duly elected and qualified.

Number of Votes
      For       Against       Abstain       Broker
Amy Banse 85,604,869 613,374 340,000 27,628,726
Richard H. Carmona 82,943,062 3,390,320 224,861 27,628,726
Benno Dorer 81,620,012 3,155,098 1,783,133 27,628,726
Spencer C. Fleischer 85,067,969 1,130,140 360,135 27,628,726
Esther Lee 85,214,923 1,169,683 173,637 27,628,726
A.D. David Mackay 85,955,205 322,552 280,486 27,628,726
Robert W. Matschullat 84,454,990 1,905,303 197,950 27,628,726
Jeffrey Noddle 85,610,733 659,513 287,997 27,628,726
Pamela Thomas-Graham 85,201,494 1,131,619 225,129 27,628,726
Carolyn M. Ticknor 84,360,979 2,004,966 192,298 27,628,726
Christopher J. Williams 84,871,731 1,426,413 260,099 27,628,726

       2.       The Company’s stockholders voted for (on an advisory basis) the approval of the compensation of the Company’s named executive officers.

        Number of Votes
For       Against       Abstain       Broker Non-Votes
  80,607,529 5,185,513 765,202 27,628,726

       3.       The Company’s stockholders ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2017.

        Number of Votes
For       Against       Abstain       Broker Non-Votes
  112,036,221   1,665,243 485,506   0

       4.       The Company’s stockholders voted against the stockholder proposal to reduce threshold to call special meetings to 10% of outstanding shares.

        Number of Votes
For       Against       Abstain       Broker Non-Votes
  34,709,957 51,130,320   717,966 27,628,726


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.


Date:  November 17, 2016 By:       /s/ Laura Stein
Executive Vice President –
General Counsel and Corporate Affairs