UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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) |
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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.
| CONAGRA BRANDS, INC. | ||
| By: | /s/ Colleen Batcheler | |
| Name: | Colleen Batcheler | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
Date: September 16, 2021
Document and Entity Information |
Sep. 15, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | CONAGRA BRANDS INC. |
| Amendment Flag | false |
| Entity Central Index Key | 0000023217 |
| Document Type | 8-K |
| Document Period End Date | Sep. 15, 2021 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 1-7275 |
| Entity Tax Identification Number | 47-0248710 |
| Entity Address, Address Line One | 222 W. Merchandise Mart Plaza |
| Entity Address, Address Line Two | Suite 1300 |
| Entity Address, City or Town | Chicago |
| Entity Address, State or Province | IL |
| Entity Address, Postal Zip Code | 60654 |
| City Area Code | (312) |
| Local Phone Number | 549-5000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, $5.00 par value |
| Trading Symbol | CAG |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |
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