8-K/A
General Mills Inc (GIS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 26, 2023
General Mills, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-01185 | 41-0274440 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| Number One General Mills Boulevard<br> <br>Minneapolis, Minnesota | 55426 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (763) 764-7600
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 Instructions 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 class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, $.10 par value | GIS | New York Stock Exchange |
| 0.125% Notes due 2025 | GIS 25A | New York Stock Exchange |
| 0.450% Notes due 2026 | GIS 26 | New York Stock Exchange |
| 1.500% Notes due 2027 | GIS 27 | New York Stock Exchange |
| 3.907% Notes due 2029 | GIS 29 | New 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. ☐
Explanatory Note
This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by General Mills, Inc. (the “Company”) with the Securities and Exchange Commission on September 29, 2023 (the “Original 8-K”) for the purpose of disclosing the Company’s decision on the frequency of future advisory votes on executive compensation.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
|---|
As reported in the Original 8-K, the Company held its 2023 Annual Meeting (the “Annual Meeting”) on September 26, 2023. Based on the board of directors’ recommendation in the Company’s definitive proxy statement for the Annual Meeting and the final voting results from the Annual Meeting disclosed in the Original 8-K, the Company has determined to hold an advisory vote on executive compensation annually.
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.
Date: February 23, 2024
| GENERAL MILLS, INC. | |
|---|---|
| By: | /s/ Karen Wilson Thissen |
| Name: Karen Wilson Thissen | |
| Title: General Counsel and Secretary |