Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On April 20, 2023, the Board of Directors (the "Board") of The AES Corporation (the "Company") approved certain amendments to the Company's Amended and Restated Bylaws (the "Bylaws"), including clarifying that a director may be removed with or without cause, at any time, by the affirmative vote of the holders of record of a majority of all the shares of capital stock entitled to vote at a special meeting of the stockholders called for such purpose and other ministerial amendments and related conforming changes (the "Amendments"). The Amendments became effective immediately upon adoption by the Board.

The foregoing description of the Bylaws is not complete and is subject to, and qualified in its entirety by reference to, the full text of the Bylaws, which are attached hereto as Exhibit 3.1 and incorporated herein by reference.

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

On April 20, 2023, the Company held its 2023 Annual Meeting of Stockholders (the "Annual Meeting") virtually via live webcast. The final voting results for each of the matters voted on at the Annual Meeting are provided below.

Proposal 1: The election of ten directors, each to hold office for a one-year term expiring at the annual meeting of stockholders to be held in 2024:



                                                                        Broker
          Director Name                 For            Against        Non-Votes        Abstain
          Janet G. Davidson         577,195,011       2,659,377       25,325,445      4,002,063
          Andrés R. Gluski          577,429,201       2,205,168       25,325,445      4,222,082
          Tarun Khanna              568,455,066       9,308,830       25,325,445      6,092,555
          Holly K. Koeppel          559,255,440       20,603,610      25,325,445      3,997,401
          Julia M. Laulis           577,929,884       1,924,724       25,325,445      4,001,843
          Alain Monié               572,704,213       6,926,000       25,325,445      4,226,238
          John B. Morse, Jr.        568,943,552       10,680,194      25,325,445      4,232,705
          Moisés Naím               574,861,981       4,453,895       25,325,445      4,450,575
          Teresa M. Sebastian       577,173,950       2,683,446       25,325,445      3,999,055
          Maura Shaughnessy         579,250,620        600,673        25,325,445      4,005,158



Proposal 2: Approval, on an advisory basis, of the Company's executive
compensation.

                For:    562,463,366
            Against:     19,431,004
            Abstain:      1,962,081
   Broker Non-Votes:     25,325,445


Proposal 3: Approval, on an advisory basis, of the frequency of future advisory votes on the Company's executive compensation.



          One Year:    578,459,083
         Two Years:        262,600
       Three Years:      4,866,624
           Abstain:        268,144
  Broker Non-Votes:     25,325,445


Following the Annual Meeting, the Board determined that the advisory vote on executive compensation would continue to be held every year until the next vote on the frequency of such advisory vote.

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Proposal 4: Ratification of the appointment of Ernst & Young LLP as the independent auditor of the Company for fiscal year 2023.



                For:    604,873,082
            Against:      4,088,671
            Abstain:        220,143
   Broker Non-Votes:              0



Proposal 5: Non-binding stockholder proposal to subject termination pay to
stockholder approval.

                For:     68,927,391
            Against:    514,089,950
            Abstain:        839,110
   Broker Non-Votes:     25,325,445

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits

Exhibit No.                   Description
3.1                             Amended and Restated Bylaws of The AES Corporation
104                           Cover Page Interactive Data File (embedded within the Inline XBRL
                              document)










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