8-K

BRIDGFORD FOODS CORP (BRID)

8-K 2022-10-07 For: 2022-10-05
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Added on April 06, 2026

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 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 5, 2022


BRIDGFORD

FOODS CORPORATION

(Exact name of registrant as specified in its charter)

California 000-02396 95-1778176
(State<br> or other jurisdiction<br><br> <br>of<br> incorporation) (Commission<br><br> <br>File<br> Number) (IRS<br> Employer<br><br> <br>Identification<br> No.)
1308 N. Patt<br> Street, Anaheim, CA 92801
--- ---
(Address of principal executive<br> offices) (Zip Code)

Registrant’s telephone number, including area code: (714) 526-5533

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:

Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> 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<br> of Each Class Trading<br> Symbol(s) Name<br> of Each Exchange on which Registered
Common Stock BRID Nasdaq Global Market

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. ☐


Item5.07 Submission of Matters to a Vote of Security Holders

The Company held its annual meeting of shareholders on Wednesday, October 5, 2022, as a virtual meeting online via live audio webcast at which the matters set forth below were submitted to a vote of stockholders. Shareholders representing 8,557,510, or 94%, of the 9,076,832 shares entitled to vote were voted virtually or by proxy. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. At the Annual Meeting, management Proposals 1 and 2 were approved. The proposals below are described in detail in the Company’s definitive proxy statement dated September 11, 2022, for the Annual Meeting.

The results are as follows:

Proposal1

The following persons were nominated and elected directors to serve for a one-year term expiring at the annual meeting of shareholders in 2022:

William L. Bridgford Allan Bridgford Sr. Todd C. Andrews Raymond F. Lancy
Keith A. Ross Mary Schott D. Gregory Scott John V. Simmons

The shareholder voting for board members is summarized as follows:

Director Votes For Votes Withheld Broker Non-Votes
William L. Bridgford 7,468,626 342,642 746,242
Allan Bridgford Sr. 7,464,045 347,223 746,242
Todd C. Andrews 7,720,947 90,321 746,242
Raymond F. Lancy 7,356,722 454,546 746,242
Keith A. Ross 7,464,045 347,223 746,242
Mary Schott 7,740,629 70,639 746,242
D. Gregory Scott 7,735,946 75,322 746,242
John V. Simmons 7,468,626 342,642 746,242

Proposal2

Votes cast for appointment of Baker Tilly US, LLP as the independent registered public accounting firm for the Company for the fiscal year ending October 28, 2022, were as follows:

8,550,905

FOR

4,614

AGAINST

1,991

ABSTAINED



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.

BRIDGFORD FOODS CORPORATION
October 7, 2022 By: /s/ Raymond F. Lancy
Raymond F. Lancy
Principal Financial Officer