JACK IN THE BOX INC. (NASDAQ:JACK) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k

8 years ago

JACK IN THE BOX INC. (NASDAQ:JACK) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07

Submission of Matters to a Vote of Security Holders

The annual meeting of the stockholders of Jack in the Box Inc.
(the Company) was held on February 28, 2017. Matters submitted to
the stockholders and voted upon at the meeting, which are more
fully described in the Company’s proxy statement, were as
follows: (1) Election of the eight members of the board of
directors; (2) Ratification of the appointment of KPMG LLP as
independent registered public accountants for the fiscal year
ending October 1, 2017; (3) Consideration and approval of an
advisory (non-binding) resolution regarding executive
compensation; (4) Re-approval of the Jack in the Box Inc. 2004
Stock Incentive Plan for purposes of Internal Revenue Code
Section 162(m); and (5) An advisory (non-binding) vote on the
frequency of the vote on executive compensation. All directors
were elected; Proposals (2), (3) and (4) were approved; and a
majority of shareholders voted for annual frequency of executive
compensation votes. The final voting results are set forth below.

(1) The following directors were elected by the affirmative vote
of a majority of votes cast for that director (abstentions and
broker non-votes are not counted either as a vote cast for or
against):

Nominees for Director	Votes Cast For	Votes Cast Against	Abstain	Broker Non-Votes
	Number	% of Votes Cast
Leonard A. Comma	25,478,178	98.07	502,187	19,014	2,150,402
David L. Goebel	25,756,466	99.13	224,750	18,163	2,150,402
Sharon P. John	25,756,543	99.13	224,826	18,010	2,150,402
Madeleine A. Kleiner	25,757,870	99.14	224,497	17,012	2,150,402
Michael W. Murphy	25,891,363	99.66	89,553	18,463	2,150,402
James M. Myers	25,966,259	99.94	14,801	18,319	2,150,402
David M. Tehle	25,915,053	99.75	66,105	18,221	2,150,402
John T. Wyatt	25,755,788	99.13	225,156	18,435	2,150,402

(2) The appointment of KPMG LLP was ratified by a majority of the
votes cast (there were no broker non-votes on this proposal):

Votes Cast For	Votes Cast Against	Abstain
Number	% of Votes Cast
27,875,853	99.03	258,539	15,389

(3) The compensation of named executive officers was approved, on
an advisory basis, by a majority of the votes cast (abstentions
are counted as votes against the proposal; broker non-votes are
not counted as either for or against the proposal):

Votes Cast For	Votes Cast Against	Abstain	Broker Non-Votes
Number	% of Votes Cast
25,042,143	96.32	681,168	276,068	2,150,402

(4) The Jack in the Box Inc. 2004 Stock Incentive Plan was
re-approved by a majority of the votes cast (abstentions are
counted as votes against the proposal; broker non-votes are not
counted as either for or against the proposal):

Votes Cast For	Votes Cast Against	Abstain	Broker Non-Votes
Number	% of Votes Cast
25,576,842	98.37	399,942	22,595	2,150,402

(5) In the advisory (non-binding) vote on the frequency of the
vote on executive compensation, a majority of the shareholders
chose one year (abstentions and broker non-votes have no effect
on this proposal):

Votes Cast For One Year	Votes Cast For Two Year	Votes Cast For Three Year	Abstain	Broker Non-Votes
Number	% of Votes Cast
22,722,070	87.47	10,612	3,244,890	21,807	2,150,402

In accordance with the results of this vote, the Board of
Directors determined to continue holding an advisory vote on
executive compensation on an annual basis, until the occurrence
of the next advisory vote on the frequency of say on pay votes.

About JACK IN THE BOX INC. (NASDAQ:JACK)
Jack in the Box Inc. operates and franchises Jack in the Box quick-service restaurants (QSRs) and Qdoba Mexican Eats (Qdoba) fast-casual restaurants. The Company operates in two segments: Jack in the Box and Qdoba restaurant operations. Qdoba is a fast-casual Mexican food brand in the United States, offering food items including burritos, tacos, salads, and quesadillas. Jack in the Box is a hamburger chain, which offers a selection of products, including classic burgers such as, Jumbo Jack burgers, and new product lines, such as Buttery Jack burgers, and its Brunchfast menu. As of October 2, 2016, the Company operated 2,954 Jack in the Box QSRs and Qdoba fast-casual restaurants. As of October 2, 2016, Jack in the Box system included 2,255restaurants, of which 417 were company-operated and 1,838 were franchise operated. As of October 2, 2016, the Qdoba system included 699 restaurants, of which 367 were company operated and 332 were franchise operated. JACK IN THE BOX INC. (NASDAQ:JACK) Recent Trading Information
JACK IN THE BOX INC. (NASDAQ:JACK) closed its last trading session up +1.54 at 95.60 with 1,011,723 shares trading hands.