Dillard's, Inc 8-K, filed May 23, 2023
Dillard's, Inc. (DDS)
About this 8-K
Dillard's, Inc filed this 8-K on May 23, 2023, reporting on events of May 20, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 5.07Submission of Matters to a Vote of Security Holders.
Dillard’s, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 20, 2023 in Little Rock, Arkansas. The following matters were submitted to a vote of the stockholders, the results of which were as follows:
| 1. | Election of Directors |
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| Votes For |
| Votes Against |
| Votes Abstained |
| Broker Non-Votes |
| Class A Nominees: | | | | | | | | |
| James I. Freeman | | 9,860,690 | | 792,798 | | 17,294 | | 713,271 |
| Rob C. Holmes | | 10,536,497 | | 116,165 | | 18,120 | | 713,271 |
| Reynie Rutledge | | 10,458,237 | | 194,171 | | 18,374 | | 713,271 |
| J.C. Watts, Jr. | | 9,938,468 | | 714,748 | | 17,566 | | 713,271 |
| Nick White | | 10,380,048 | | 268,186 | | 22,548 | | 713,271 |
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| Class B Nominees: | | | | | | | | |
| Robert C. Connor | | 3,985,776 | | - | | - | | - |
| William E. (Chip) Connor, II | | 3,985,776 | | - | | - | | - |
| Alex Dillard | | 3,985,776 | | - | | - | | - |
| Mike Dillard | | 3,985,776 | | - | | - | | - |
| William Dillard, II | | 3,985,776 | | - | | - | | - |
| William Dillard, III | | 3,985,776 | | - | | - | | - |
| H. Lee Hastings, III | | 3,985,776 | | - | | - | | - |
| Denise Mahaffy | | 3,985,776 | | - | | - | | - |
| Drue Matheny | | 3,985,776 | | - | | - | | - |
| Warren A. Stephens | | 3,985,776 | | - | | - | | - |
Other Proposals
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| Votes For |
| Votes Against |
| Votes Abstained |
| Broker Non-Votes |
2. | Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2023: | | 15,239,151 | | 113,585 | | 17,093 | | - |
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3. | Advisory vote on the compensation of the Company's named executive officers: | | 14,427,319 | | 207,594 | | 21,645 | | 713,271 |
| | | Number of Shares Voted for One Year | | Number of Shares Voted for Two Years | | Number of Shares Voted for Three Years | | Number of Shares Abstained | | Broker Non-Votes |
4. | Advisory vote on the frequency of future advisory votes on the compensation of the Company's named executive officers: | | 1,564,473 | | 11,126 | | 13,037,488 | | 43,471 | | 713,271 |
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.
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| | DILLARD’S, INC. |
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Date: | May 23, 2023 | | By: | /s/ Phillip R. Watts |
| | | Name: | Phillip R. Watts |
| | | Title: | Senior Vice President, Co-Principal Financial Officer and Principal Accounting Officer |
| | | | |
| | | By: | /s/ Chris B. Johnson |
| | | Name: | Chris B. Johnson |
| | | Title: | Senior Vice President and Co-Principal Financial Officer |