Cal-Maine Foods, Inc. (NASDAQ:CALM) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 Submission of Matters to a Vote of Security Holders.
The Company’s Annual Meeting of Stockholders was held on October 6, 2017.
Proposal No. 1: Election of Directors. The following persons were nominated and elected to serve as members of the Board of Directors until our next annual meeting of stockholders and until their successors are elected and qualified.
Nominees for the Board of Directors of the Company:
Names |
Votes For |
Votes Withheld |
Non-Votes |
Adolphus B. Baker |
68,582,735 |
15,036,998 |
4,989,395 |
Timothy A. Dawson |
73,667,658 |
9,952,075 |
4,989,395 |
Letitia C. Hughes |
76,895,107 |
6,721,196 |
4,989,395 |
Sherman L. Miller |
75,705,935 |
7,913,798 |
4,989,395 |
James E. Poole |
75,649,056 |
7,967,247 |
4,989,395 |
Steve W. Sanders |
77,242,087 |
6,374,216 |
4,989,395 |
Proposal No. 2: Advisory vote on the compensation of our named executive officers. The Company's stockholders approved, on an advisory basis, a resolution approving the compensation of the Company's named executive officers by the following vote:
Votes For |
Votes Against |
Votes Withheld |
Non-Votes |
81,352,693 |
2,073,406 |
191,919 |
4,989,395 |
Proposal No. 3: Advisory vote on the frequency of future advisory votes on the compensation of our named executive officers. The Company's stockholders voted to hold advisory votes on the compensation of our named executive officers every three years by the following vote:
One Year |
Two Years |
Three Years |
Abstain |
Non-Votes |
17,518,849 |
191,065 |
65,711,667 |
196,437 |
4,989,395 |
In accordance with the results of the vote on this proposal, the Company, based on the recommendation of its Board of Directors and the vote of its stockholders, will hold an advisory vote on the compensation of its named executive officers every three years until the next required vote on the frequency of stockholder votes on the compensation of executives, which will occur no later than the Company’s annual meeting of stockholders in 2023.
Proposal No. 4: Ratification of the selection of Frost, PLLC as the independent registered public accounting firm for the Company for fiscal 2018. The Company’s stockholders approved the proposal by the following vote:
Votes For |
Votes Against |
Abstentions |
Non-Votes |
88,326,917 |
124,654 |
155,842 |
– |
No other matters were voted upon at the annual meeting.
About Cal-Maine Foods, Inc. (NASDAQ:CALM)
Cal-Maine Foods, Inc. is a producer and marketer of shell eggs in the United States. The Company operates through the segment of production, grading, packaging, marketing and distribution of shell eggs. It offers shell eggs, including specialty and non-specialty eggs. It classifies cage free, organic and brown eggs as specialty products. It classifies all other shell eggs as non-specialty products. The Company markets its specialty shell eggs under the brands, including Egg-Land’s Best, Land O’ Lakes, Farmhouse and 4-Grain. The Company, through Egg-Land’s Best, Inc. (EB), produces, markets and distributes Egg-Land’s Best and Land O’ Lakes branded eggs. It markets cage-free eggs under its Farmhouse brand and distributes them throughout southeast and southwest regions of the United States. It markets organic, wholesome, cage-free, vegetarian and omega-3 eggs under its 4-Grain brand. It also produces, markets and distributes private label specialty shell eggs to customers.