8-K

Yum China Holdings, Inc. (YUMC)

8-K 2022-06-01 For: 2022-05-27
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Added on April 08, 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): May 27, 2022

Yum China Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware 001-37762 81-2421743
(State or other jurisdiction of<br>incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)
Yum China Building
--- ---
7100 Corporate Drive 20 Tian Yao Qiao Road
Plano, Texas 75024 Shanghai 200030
United States of America People’s Republic of China

(Address, including zip code, of principal executive offices)

(469) 980-2898

(Registrant’s telephone number, including area code)

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 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 on which registered
Common Stock, par value $0.01 per share YUMC New York Stock Exchange
9987 The Stock Exchange of Hong Kong Limited

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. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

Yum China Holdings, Inc. (the “Company”) held its 2022 annual meeting of stockholders on Friday, May 27, 2022, at 8:00 a.m. Beijing/Hong Kong time (Thursday, May 26, 2022, at 8:00 p.m. U.S. Eastern time) via the internet at www.virtualshareholdermeeting.com/YUMC2022 (the “Annual Meeting”). A total of 364,481,733 shares, or 86.02% of the Company’s outstanding common stock, were present virtually or represented by proxy at the Annual Meeting, constituting a quorum. At the Annual Meeting, the Company’s stockholders: (i) elected the 10 director nominees listed below to serve until the 2023 annual meeting of the Company’s stockholders; (ii) ratified the appointment of KPMG Huazhen LLP as the Company’s independent auditor for 2022; and (iii) approved, on an advisory basis, the Company’s named executive officer compensation.

Set forth below are the voting results for each of the proposals presented at the Annual Meeting:

Proposal 1: The election of 10 director nominees to serve until the 2023 annual meeting of the Company’s stockholders:
Director Name For Against Abstain Broker Non-Votes
--- --- --- --- ---
Fred Hu 318,338,897 4,873,980 384,080 40,884,776
Joey Wat 322,103,048 1,113,040 380,869 40,884,776
Peter A. Bassi 320,207,516 3,004,552 384,889 40,884,776
Edouard Ettedgui 320,036,146 3,168,871 391,940 40,884,776
Cyril Han 321,847,526 1,364,018 385,413 40,884,776
Louis T. Hsieh 306,660,590 16,548,787 387,580 40,884,776
Ruby Lu 315,696,118 7,537,606 363,233 40,884,776
Zili Shao 321,229,855 1,979,318 387,784 40,884,776
William Wang 321,423,012 1,779,922 394,023 40,884,776
Min (Jenny) Zhang 320,627,616 2,609,005 360,336 40,884,776
Proposal 2: The ratification of the appointment of KPMG Huazhen LLP as the Company’s independent auditor for 2022:
--- ---
For Against Abstain Broker Non-Votes
--- --- --- ---
362,835,169 1,202,230 444,334 0
Proposal 3: An advisory vote to approve the Company’s named executive officer compensation:
--- ---
For Against Abstain Broker Non-Votes
--- --- --- ---
285,947,228 36,272,523 1,377,206 40,884,776

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.

YUM CHINA HOLDINGS, INC.
By: /s/ Joseph Chan
Name: Joseph Chan
Title: Chief Legal Officer
Date: June 1, 2022