Caseys General Stores Inc 8-K, filed Sep 8, 2023
Caseys General Stores Inc (CASY)
8-K
2023-09-08
For: 2023-09-06
View Original
Added on
April 10, 2026
About this 8-K
Caseys General Stores Inc filed this 8-K on September 8, 2023, reporting on events of September 6, 2023.
Items reported
- Item 5.07: Shareholder vote results
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): September 6, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | ||||||||
| (Commission File Number) | (I.R.S. Employer Identification Number) | |||||||
(Address of principal executive offices)
(Zip Code)
(Registrant's telephone number, including area code)
NONE
(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):
Securities registered pursuant to Section 12(b) of the Exchange Act:
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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). ☐
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 6, 2023, Casey's General Stores, Inc., (the "Company") held its 2023 annual shareholders’ meeting (the “Meeting”). The matters voted upon, and results, were as follows:
At the Meeting, the following ten nominees were elected, by a majority vote, to serve until the next annual shareholders’ meeting and until their successors are elected and qualified (Proposal #1):
| NOMINEE | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||
| Sri Donthi | 31,540,974 | 138,908 | 54,797 | 2,979,736 | ||||||||||
| Donald E. Frieson | 31,479,735 | 201,640 | 53,304 | 2,979,736 | ||||||||||
| Cara K. Heiden | 31,483,844 | 196,787 | 54,048 | 2,979,736 | ||||||||||
| David K. Lenhardt | 30,806,896 | 874,462 | 53,321 | 2,979,736 | ||||||||||
| Darren M. Rebelez | 30,169,452 | 1,514,297 | 53,930 | 2,979,736 | ||||||||||
| Larree M. Renda | 31,520,044 | 160,716 | 53,919 | 2,979,736 | ||||||||||
| Judy A. Schmeling | 31,401,915 | 277,505 | 55,259 | 2,979,736 | ||||||||||
| Michael Spanos | 31,400,981 | 279,790 | 53,908 | 2,979,736 | ||||||||||
| Gregory A. Trojan | 31,522,353 | 158,300 | 54,026 | 2,979,736 | ||||||||||
| Allison M. Wing | 31,492,218 | 189,072 | 53,389 | 2,979,736 | ||||||||||
At the Meeting, the vote to ratify the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending April 30, 2024, was as follows (Proposal #2):
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| 33,446,307 | 1,220,434 | 47,674 | 0 | ||||||||
At the Meeting, the advisory vote on named executive officer compensation was as follows (Proposal #3):
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| 30,836,818 | 760,751 | 137,110 | 2,979,736 | ||||||||
At the Meeting, the advisory vote on the frequency of future advisory votes for named executive officer compensation was as follows (Proposal #4):
| 1 YEAR | 2 YEARS | 3 YEARS | ABSTAIN | BROKER NON-VOTES | ||||||||||
| 30,861,652 | 41,850 | 794,017 | 37,160 | 2,979,736 | ||||||||||
In light of the foregoing voting results and other factors, on September 7, 2023, the Company’s Board of Directors determined that the Company will hold an annual advisory vote for its named executive officer compensation.
At the Meeting, the vote on the shareholder proposal regarding responsible sourcing disclosures was as follows (Proposal #5):
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| 5,655,617 | 25,728,667 | 350,395 | 2,979,736 | ||||||||
At the Meeting, the vote on the shareholder proposal regarding greenhouse gas emissions reporting was as follows (Proposal #6):
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| 10,214,398 | 21,235,327 | 284,954 | 2,979,736 | ||||||||
SIGNATURE
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.
| CASEY'S GENERAL STORES, INC. | ||||||||
| Dated: September 8, 2023 | By: | /s/ Stephen P. Bramlage, Jr. | ||||||
| Stephen P. Bramlage Jr. | ||||||||
| Chief Financial Officer | ||||||||