Rite Aid Corporation (NYSE:RAD) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
Rite Aid Corporation (“Rite Aid”) held its 2017 Annual Meeting of Stockholders on July 17, 2017. The following is a summary of the matters voted on at that meeting.
| (a) |
The stockholders elected Rite Aid’s nominees to the Board of Directors. The persons elected to Rite Aid’s Board of Directors and the number of shares cast for, the number against, the number abstaining and broker non-votes, with respect to each of these persons, were as follows: |
|
Name |
For |
Against |
Abstain |
Broker Non-Votes |
|
Joseph B. Anderson, Jr. |
464,770,226 |
49,445,782 |
2,986,176 |
320,174,278 |
|
Bruce G. Bodaken |
477,953,549 |
35,815,351 |
3,433,284 |
320,174,278 |
|
DavidR.Jessick |
472,131,698 |
41,982,672 |
3,087,814 |
320,174,278 |
|
Kevin E. Lofton |
481,799,040 |
32,052,691 |
3,350,453 |
320,174,278 |
|
Myrtle S. Potter |
481,612,103 |
32,311,242 |
3,278,839 |
320,174,278 |
|
Michael N. Regan |
466,751,575 |
47,432,815 |
3,017,794 |
320,174,278 |
|
Frank A. Savage |
481,555,042 |
32,208,384 |
3,438,758 |
320,174,278 |
|
JohnT. Standley |
455,990,232 |
43,129,384 |
18,082,568 |
320,174,278 |
|
Marcy Syms |
468,516,136 |
45,785,726 |
2,900,322 |
320,174,278 |
| (b) |
The stockholders ratified the appointment of Deloitte& ToucheLLP as Rite Aid’s independent registered public accounting firm. The number of shares cast in favor of the ratification of Deloitte & Touche LLP, the number against, the number abstaining and broker non-votes were as follows: |
|
For |
Against |
Abstain |
Broker Non-Votes |
|
783,512,050 |
45,808,434 |
8,055,978 |
|
| (c) |
The stockholders approved, on an advisory basis, the compensation of Rite Aid’s Named Executive Officers as set forth in Rite Aid’s proxy statement for the 2017 Annual Meeting of Stockholders. The number of shares cast in favor of the compensation of Rite Aid’s Named Executive Officers, the number against, the number abstaining and broker non-votes were as follows: |
|
For |
Against |
Abstain |
Broker Non-Votes |
|
451,055,728 |
62,525,067 |
3,621,389 |
320,174,278 |
| (d) |
The stockholders recommended, on an advisory basis, a one year frequency of future advisory on the compensation of Rite Aid’s Named Executive Officers.The number of shares cast in favor of a one year frequency of future advisory votes, the number cast in favor of a two year frequency of future advisory votes, the number cast in favor of a three year frequency of future advisory votes, and the number abstaining were as follows: |
|
One Year |
Two Years |
Three Years |
Abstain |
|
460,594,469 |
3,075,268 |
45,724,758 |
7,807,689 |
In consideration of the stockholder vote at the 2017 Annual Meeting of Stockholders on the frequency proposal, at a meeting of Rite Aid’s Board of Directors held immediately following the 2017 Annual Meeting of Stockholders, the Board decided that Rite Aid will hold an advisory “say-on-pay” vote every year in connection with its annual meeting of stockholders until the next stockholder vote on the frequency of “say-on-pay” votes, which will be no later than Rite Aid’s annual meeting of stockholders in 2023.
About Rite Aid Corporation (NYSE:RAD)
Rite Aid Corporation is a retail drugstore chain. The Company’s segments include Retail Pharmacy and Pharmacy Services. The Company operates under The Rite Aid name. It operates approximately 4,560 stores in over 30 states across the country and in the District of Columbia. The Company’s Retail Pharmacy segment consists of Rite Aid stores, RediClinic and Health Dialog. It sells brand and generic prescription drugs, as well as an assortment of front-end products, including health and beauty aids, personal care products, seasonal merchandise, and a private brand product line. Its front-end products include over-the-counter medications, health and beauty aids, personal care items, cosmetics, household items, food and beverages, greeting cards, seasonal merchandise and numerous other everyday and convenience products. The Company’s Pharmacy Services segment consists of EnvisionRx, which provides a range of pharmacy benefit services.
