false
0000069891
0000069891
2024-10-04
2024-10-04
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): October 4, 2024
| National Beverage Corp. |
| (Exact Name of Registrant as Specified in Its Charter) |
| |
| Delaware |
| (State or Other Jurisdiction of Incorporation) |
| 1-14170 |
59-2605822 |
| (Commission File Number) |
(IRS Employer Identification No.) |
| |
|
|
8100 SW Tenth Street, Suite 4000
Fort Lauderdale, Florida
|
33324 |
| (Address of Principal Executive Offices) |
(Zip Code) |
| (954) 581-0922 |
| (Registrant’s Telephone Number, Including Area Code) |
| |
| |
| (Former Name or Former Address, if Changed Since Last Report) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each Class |
Trading Symbol |
Name of each exchange on which registered |
| Common Stock, par value $.01 per share |
FIZZ |
The NASDAQ Global Select Market |
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))
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (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
On October 4, 2024, National Beverage Corp. held its Annual Meeting of Shareholders. The following matters were voted upon at the meeting: (1) election of two Class I Directors for a term of three years, and (2) shareholder proposal requesting annual preparation and disclosure of a comprehensive Environmental, Social and Governance (ESG) report.
With respect to these matters, (1) Mr. Joseph G. Caporella was re-elected by a vote of 87,806,498 shares for and 2,507,856 shares withheld; Mr. Samuel C. Hathorn, Jr. was re-elected by a vote of 72,800,960 shares for and 17,513,394 shares withheld; and (2) the shareholder proposal requesting annual preparation and disclosure of a comprehensive ESG report was not approved by a vote of 14,602,447 shares for, 75,584,152 shares against and 127,755 shares abstaining.
There were no broker non-votes with respect to the above matters.
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 thereunto duly authorized.
National Beverage Corp.
(Registrant)
|
By:
|
/s/ George R. Bracken
|
| |
George R. Bracken
Executive Vice President – Finance
|