Form 8-K CONAGRA BRANDS INC. For: Sep 15

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 15, 2021

 

Conagra Brands, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware		1-7275		47-0248710
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

222 W. Merchandise Mart Plaza,
Suite 1300
Chicago, Illinois		60654
(Address of principal executive offices)		(Zip Code)

(312) 549-5000

(Registrant’s telephone number, including area code)

N/A

(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))

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

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $5.00 par value		CAG		New York Stock Exchange

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.

On September 15, 2021, Conagra Brands, Inc. (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Meeting”). The final voting results for the matters brought before the Meeting are set forth below.

 

1.	Election of Directors

The Company’s shareholders elected the following nominees to the Board of Directors for a one-year term. For each nominee, the voting results were as follows:

 

Director		For		Against		Abstain		Broker Non-Votes
Anil Arora		381,081,292		1,734,185		995,416		48,854,159
Thomas K. Brown		381,151,369		1,666,575		992,949		48,854,159
Emanuel Chirico		375,713,287		7,094,053		1,003,553		48,854,159
Sean M. Connolly		378,961,975		3,907,791		941,127		48,854,159
Joie A. Gregor		369,926,647		12,927,781		956,465		48,854,159
Fran Horowitz		381,352,775		1,514,960		943,158		48,854,159
Rajive Johri		370,654,332		12,163,075		993,486		48,854,159
Richard H. Lenny		369,865,997		12,970,270		974,626		48,854,159
Melissa Lora		381,009,472		1,866,255		935,166		48,854,159
Ruth Ann Marshall		365,133,628		17,721,220		956,045		48,854,159
Craig P. Omtvedt		381,237,749		1,569,188		1,003,956		48,854,159
Scott Ostfeld		381,086,189		1,721,662		1,003,042		48,854,159

 

2.	Ratification of the Appointment of KPMG LLP as the Company’s Independent Auditor for Fiscal 2022

The Company’s shareholders ratified the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditor of the Company for fiscal 2022. The voting results were as follows:

 

For		Against		Abstain
424,134,384		7,633,009		897,659

 

3.	Advisory Approval of the Company’s Named Executive Officer Compensation

The Company’s shareholders approved, on an advisory basis, a resolution approving the Company’s named executive officer compensation. The voting results were as follows:

 

For		Against		Abstain		Broker Non-Votes
356,670,339		24,886,419		2,254,135		48,854,159

 

4.	Shareholder Proposal Regarding Written Consent

The Company’s shareholders approved a non-binding shareholder proposal seeking a shareholder right to act by written consent. The voting results were as follows:

 

For		Against		Abstain		Broker Non-Votes
317,876,069		55,960,042		9,974,782		48,854,159

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.

 

Date: September 16, 2021