Flowers Foods Inc 8-K, filed Jun 2, 2021
Flowers Foods Inc (FLO)
About this 8-K
Flowers Foods Inc filed this 8-K on June 2, 2021, reporting on events of May 27, 2021.
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
Date of Report (Date of earliest event reported): June 2, 2021 (
(Exact name of registrant as specified in its charter)
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 27, 2021, Flowers Foods, Inc. (the “Company”) held its Annual Meeting of Shareholders in Thomasville, Georgia for the following purposes and with the following voting results:
| (1) | To elect twelve nominees as directors of the Company, each to serve for a term of one year until the Company’s 2022 Annual Meeting of Shareholders (the “2022 Annual Meeting”): |
| Directors: |
For | Against | Abstain | Broker Non-Votes |
||||||||||||
| George E. Deese |
174,467,811 | 2,110,160 | 144,578 | 19,644,484 | ||||||||||||
| Edward J. Casey, Jr. |
173,860,565 | 443,341 | 2,418,643 | 19,644,484 | ||||||||||||
| Thomas C. Chubb, III |
173,857,486 | 1,202,635 | 1,662,428 | 19,644,484 | ||||||||||||
| Rhonda Gass |
175,138,749 | 605,198 | 978,602 | 19,644,484 | ||||||||||||
| Benjamin H. Griswold, IV |
168,144,265 | 8,040,058 | 538,226 | 19,644,484 | ||||||||||||
| Margaret G. Lewis |
171,411,704 | 3,109,944 | 2,200,901 | 19,644,484 | ||||||||||||
| W. Jameson McFadden |
174,118,651 | 960,917 | 1,642,981 | 19,644,484 | ||||||||||||
| A. Ryals McMullian |
175,570,725 | 937,478 | 214,346 | 19,644,484 | ||||||||||||
| James T. Spear |
175,851,468 | 435,547 | 435,534 | 19,644,484 | ||||||||||||
| Melvin T. Stith, Ph.D. |
172,742,323 | 3,763,071 | 217,155 | 19,644,484 | ||||||||||||
| Terry S. Thomas |
173,666,904 | 692,171 | 2,363,474 | 19,644,484 | ||||||||||||
| C. Martin Wood III |
173,795,116 | 2,745,983 | 181,450 | 19,644,484 | ||||||||||||
| (2) | To hold an advisory vote on the compensation of the Company’s named executive officers: |
| For |
173,411,671 | |||
| Against |
2,300,701 | |||
| Abstain |
1,010,177 | |||
| Broker Non-Votes |
19,644,484 |
| (3) | To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 1, 2022: |
| For |
192,311,597 | |||
| Against |
3,882,081 | |||
| Abstain |
173,355 | |||
| Broker Non-Votes |
0 |
| (4) | To hold a vote on a shareholder proposal regarding political contribution disclosure: |
| For |
64,842,505 | |||
| Against |
105,479,648 | |||
| Abstain |
6,400,396 | |||
| Broker Non-Votes |
19,644,484 |
With respect to Proposal 1, each of the nominees for director received a majority of votes cast in the election of directors, and each was elected to serve for a term of one year until the 2022 Annual Meeting.
With respect to Proposals 2 and 3, the votes cast within the voting group favoring each proposal exceeded the votes cast opposing each proposal and therefore passed. The votes cast within the voting group favoring Proposal 4 did not exceed the votes cast opposing Proposal 4 and therefore Proposal 4 was not approved.
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.
| FLOWERS FOODS, INC. | ||
| By: | /s/ R. Steve Kinsey | |
| Name: | R. Steve Kinsey | |
| Title: | Chief Financial Officer and Chief Accounting Officer | |
Date: June 2, 2021