Lamb Weston Holdings,Inc. (NYSE:LW) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
On September28, 2017, we held our annual meeting of stockholders in Eagle,Idaho. A total of 126,630,307 shares of our common stock, or 86.6% of our outstanding shares of common stock, were represented in person or by proxy at the annual meeting. The final voting results for each of the matters submitted to a stockholder vote at the annual meeting are set forth below:
1. Our stockholders elected eight directors to each serve a one-year term until our 2018 annual meeting of stockholders or until his or her successor has been duly chosen and qualified, based on the following voting results:
|
Director |
For |
Against |
Abstain |
BrokerNon-Votes |
|
Charles A. Blixt |
106,266,433 |
579,323 |
1,434,102 |
18,350,449 |
|
Andre J. Hawaux |
106,363,791 |
485,726 |
1,430,341 |
18,350,449 |
|
W.G. Jurgensen |
106,442,131 |
400,180 |
1,437,547 |
18,350,449 |
|
Thomas P. Maurer |
106,462,598 |
380,669 |
1,436,591 |
18,350,449 |
|
Hala G. Moddelmog |
106,253,155 |
593,003 |
1,433,700 |
18,350,449 |
|
Andrew J. Schindler |
106,204,732 |
637,227 |
1,437,899 |
18,350,449 |
|
Maria Renna Sharpe |
106,259,205 |
588,969 |
1,431,684 |
18,350,449 |
|
Thomas P. Werner |
106,462,391 |
384,200 |
1,433,267 |
18,350,449 |
2. Our stockholders approved on an advisory basis our named executive officer compensation, based on the following voting results:
|
For |
Against |
Abstain |
BrokerNon-Votes |
|
103,019,750 |
3,531,803 |
1,728,305 |
18,350,449 |
3. Our stockholders approved on an advisory basis an annual frequency for an advisory vote on executive compensation, based on the following voting results:
|
1Year |
2Years |
3Years |
Abstain |
BrokerNon-Votes |
|
93,553,002 |
269,305 |
12,876,745 |
1,580,806 |
18,350,449 |
In accordance with our stockholders’ advisory vote, our Board of Directors has decided to include an advisory stockholder vote on executive compensation in our proxy materials every year until the next required advisory vote on the frequency of an executive compensation vote, which will occur no later than our annual meeting of stockholders in 2023.
4. Our stockholders approved the material terms for qualified performance-based compensation under the Lamb Weston Holdings,Inc. 2016 Stock Plan, based on the following voting results:
|
For |
Against |
Abstain |
BrokerNon-Votes |
|
103,175,432 |
3,386,089 |
1,718,337 |
18,350,449 |
5. Our stockholders ratified the selection of KPMG LLP as our independent auditors for the year ending May27, 2018, based on the following voting results:
|
For |
Against |
Abstain |
BrokerNon-Votes |
|
124,503,559 |
634,667 |
1,492,081 |
|