Dominos Pizza, Inc. (NYSE:DPZ) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07. Submission of Matters to a Vote of Security Holders.
The 2017 Annual Meeting of Shareholders of Dominos Pizza, Inc.
(the Company) was held on April25, 2017. A total of 43,816,929
shares were present or represented by proxy at the meeting,
representing 91.22% of all shares entitled to vote at the Annual
Meeting. The matters presented for a vote and the related results
are as follows:
1. ELECTION OF DIRECTORS
Proposal one was the election of eight nominees to serve as
Directors of the Company, each for a term of one year. The result
of the vote was as follows:
| FOR | WITHHELD | ||||||||||||||||||||||||
|
Nominee |
# of Votes |
% of VotesCast |
# of Votes |
% of VotesCast |
Broker Non-Votes |
||||||||||||||||||||
|
David A. Brandon |
39,518,198 | 98.75 | % | 501,136 | 1.25 | % | 3,797,595 | ||||||||||||||||||
|
C. Andrew Ballard |
39,685,249 | 99.17 | % | 334,085 | 0.83 | % | 3,797,595 | ||||||||||||||||||
|
Andrew B. Balson |
39,484,534 | 98.66 | % | 534,800 | 1.34 | % | 3,797,595 | ||||||||||||||||||
|
Diana F. Cantor |
39,717,150 | 99.24 | % | 302,184 | 0.76 | % | 3,797,595 | ||||||||||||||||||
|
J. Patrick Doyle |
39,853,282 | 99.59 | % | 166,052 | 0.41 | % | 3,797,595 | ||||||||||||||||||
|
Richard L. Federico |
39,784,139 | 98.41 | % | 235,195 | 0.59 | % | 3,797,595 | ||||||||||||||||||
|
James A. Goldman |
39,781,108 | 99.40 | % | 238,226 | 0.60 | % | 3,797,595 | ||||||||||||||||||
|
Gregory A. Trojan |
39,917,325 | 99.75 | % | 102,009 | 0.25 | % | 3,797,595 |
to the foregoing votes, the eight nominees listed above were
elected to serve on the Companys Board of Directors. There were
no additional Director nominations brought before the Meeting.
2. RATIFICATION OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS
Proposal two was the ratification of the appointment of
PricewaterhouseCoopers LLP as the independent registered public
accountant for the current fiscal year. The result of the vote
was as follows:
|
FOR |
AGAINST |
|||||||||
|
# of Votes |
% of Votes Cast |
# of Votes |
% of Votes Cast |
Abstain |
Broker Non-Votes |
|||||
| 43,559,469 | 99.44% | 243,370 | 0.56% | 14,090 | – |
to the foregoing votes, the ratification of
PricewaterhouseCoopers LLP as the independent registered public
accountant for the current fiscal year was approved.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION
(SAY-ON-PAY)
Proposal three was the advisory vote on the approval of the
executive compensation of the named executive officers of Dominos
Pizza, Inc. The result of the vote was as follows:
|
FOR |
AGAINST |
|||||||||
|
# of Votes |
% of Votes Cast |
# of Votes |
% of Votes Cast |
Abstain |
Broker Non-Votes |
|||||
| 36,108,156 | 90.28% | 3,888,333 | 9.72% | 22,845 | 3,797,595 |
to the foregoing votes, the executive compensation of the named
executive officers of Dominos Pizza, Inc. was approved in this
non-binding advisory vote.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE SAY-ON-PAY
VOTES
Proposal four was an advisory vote with respect to the frequency
of future advisory votes on the executive compensation of Dominos
Pizza, Inc. The result of the vote was as follows:
|
ONE YEAR |
TWO YEARS |
THREE YEARS |
||||||||||
|
# of Votes |
% of Votes Cast |
# of Votes |
% of Votes Cast |
# of Votes |
% of Votes Cast |
Abstain |
||||||
| 35,241,185 | 88.08% | 24,840 | 0.06% | 4,742,440 | 11.85% | 10,869 |
In light of the outcome of this vote, the Board of Directors has
made the determination to continue to hold the advisory vote on
the compensation of the Companys named executive officers on an
annual basis.
5. SHAREHOLDER PROPOSAL REGARDING
DEFORESTATION
Proposal five was a vote to consider a shareholder proposal
submitted by the New York State Common Retirement Fund regarding
deforestation. The result of the vote was as follows:
|
FOR |
AGAINST |
|||||||||
|
# of Votes |
% of Votes Cast |
# of Votes |
% of Votes Cast |
Abstain |
Broker Non-Votes |
|||||
| 8,530,531 | 23.07% | 28,438,730 | 76.93% | 3,050,073 | 3,797,595 |
to the foregoing votes, the shareholder proposal regarding
deforestation was not approved.
About Domino’s Pizza, Inc. (NYSE:DPZ)
Domino’s Pizza, Inc. is a pizza restaurant chain company. As of January 1, 2017, the Company operated in over 13,800 locations in over 85 markets around the world. The Company operates through three segments: domestic stores, international franchise and supply chain. Its basic menu features pizza products in various sizes and crust types. As of January 1, 2017, its Domestic Stores segment consisted primarily of its franchise operations, which consisted of 4,979 franchised stores located in the contiguous United States. As of January 1, 2017, its International Franchise segment consisted of a network of franchised stores in over 85 international markets. As of January 1, 2017, its supply chain segment operated 18 regional dough manufacturing and food supply chain centers in the United States, one thin crust manufacturing center, one vegetable processing center and one center providing equipment and supplies to certain of its domestic and international stores. Domino’s Pizza, Inc. (NYSE:DPZ) Recent Trading Information
Domino’s Pizza, Inc. (NYSE:DPZ) closed its last trading session down -4.16 at 181.39 with 2,422,201 shares trading hands.
