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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): May 22, 2024
McDONALD’S CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 1-5231 36-2361282
(State or Other Jurisdiction
of Incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)

110 North Carpenter Street
Chicago, Illinois
(Address of Principal Executive Offices)
60607
(Zip Code)
(630) 623-3000
(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 (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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueMCDNew 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. 


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

McDonald’s Corporation (the “Company”) held its 2024 Annual Shareholders’ Meeting (the “Annual Meeting”) on May 22, 2024. Set forth below are the final, certified voting results for each proposal presented at the Annual Meeting, as reported by Broadridge Financial Solutions, Inc., the Company’s independent inspector of election.

Proposal 1: The election of 12 individuals to the Company’s Board of Directors, each to hold office until the Company’s 2025 Annual Shareholders’ Meeting and until his or her successor has been elected and qualified.

Name
For
Against
Abstain
Broker Non-Votes
Anthony Capuano
492,948,857
3,803,352
1,159,519
97,578,631
Kareem Daniel
491,429,299
4,938,452
1,543,977
97,578,631
Lloyd Dean
474,923,695
21,920,456
1,067,577
97,578,631
Catherine Engelbert
485,694,307
10,730,174
1,487,247
97,578,631
Margaret Georgiadis
492,279,936
4,166,862
1,464,930
97,578,631
Michael Hsu
488,424,959
8,409,491
1,077,278
97,578,631
Christopher Kempczinski
454,888,568
41,777,496
1,245,664
97,578,631
John Mulligan
491,623,416
5,198,643
1,089,669
97,578,631
Jennifer Taubert
492,946,161
3,956,577
1,008,990
97,578,631
Paul Walsh
486,439,151
9,869,994
1,602,583
97,578,631
Amy Weaver
491,442,371
5,454,461
1,014,896
97,578,631
Miles White
469,833,620
26,984,515
1,093,593
97,578,631

Proposal 2: An advisory proposal to approve executive compensation for 2024.
For
Against
Abstain
Broker Non-Votes
461,863,204
33,716,432
2,332,092
97,578,631

Proposal 3: A proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to limit liability of officers as permitted by law.
For
Against
Abstain
Broker Non-Votes
435,522,702
60,957,047
1,431,979
97,578,631

Proposal 4: A proposal to approve amendments to the Company’s Restated Certificate of Incorporation to implement miscellaneous changes.
For
Against
Abstain
Broker Non-Votes
437,016,645
59,076,405
1,818,678
97,578,631

Proposal 5: An advisory proposal to ratify the appointment of Ernst & Young LLP as independent auditor for 2024.
For
Against
Abstain
Broker Non-Votes
564,061,983
30,238,610
1,189,766
0

Proposal 6: An advisory shareholder proposal requesting that the Company adopt a specific antibiotics policy.
For
Against
Abstain
Broker Non-Votes
74,361,927
416,119,151
7,430,650
97,578,631



Proposal 7: An advisory shareholder proposal requesting a worldwide switch to cage-free eggs was withdrawn by the proponent and not presented at the Annual Meeting.

Proposal 8: An advisory shareholder proposal requesting additional disclosure regarding poultry welfare.
For
Against
Abstain
Broker Non-Votes
176,954,527
314,787,022
6,170,179
97,578,631

Proposal 9: An advisory shareholder proposal requesting a congruency analysis on human rights.
For
Against
Abstain
Broker Non-Votes
7,652,198
483,793,099
6,466,431
97,578,631

Proposal 10: An advisory shareholder proposal requesting additional disclosure regarding the Company’s corporate donations.
For
Against
Abstain
Broker Non-Votes
9,353,505
482,276,332
6,281,891
97,578,631

Proposal 11: An advisory shareholder proposal requesting a transparency report on the Company’s global public policy and political influence.
For
Against
Abstain
Broker Non-Votes
73,465,387
418,359,842
6,086,499
97,578,631



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.
 McDONALD’S CORPORATION
 (Registrant)
Date:May 24, 2024By:/s/ Jeffrey J. Pochowicz
 Jeffrey J. Pochowicz
Vice President – Associate General Counsel and Corporate Secretary