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8-KThe WireRoutine

Shareholder Vote · Company Update

Filed Nov 15, 2019 · 6y ago · Accession 0000057515-19-000037

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant To Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2019       Lancaster Colony Corporation (Exact name of registrant as specified in its charter)       Ohio 000-04065 13-1955943 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)     380 Polaris Parkway Suite 400 Westerville Ohio 43082 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (614) 224-7141      (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock, without par value LANC NASDAQ Global Select Market Item 5.07    Submission of Matters to a Vote of Security Holders The Corporation’s annual meeting of shareholders (the “Annual Meeting”) was held in Columbus, Ohio, on November 13, 2019 pursuant to the Notice of Annual Meeting of Shareholders and Proxy Statement that was available on or about October 9, 2019 to all shareholders of record at the close of business on September 16, 2019. At the Annual Meeting, 25,942,373 shares of the Corporation’s common stock were represented in person or by proxy, which constituted a quorum. At the Annual Meeting, shareholders voted on three proposals. The proposals are described in detail in the Corporation’s definitive proxy materials which were filed with the Securities and Exchange Commission and first made available to shareholders on or about October 9, 2019. Proposal One - Nomination and Election of Directors The Corporation’s shareholders elected the following individuals to serve for three-year terms expiring at the 2022 Annual Meeting of Shareholders with the following vote totals:     Number of Votes Director Name   For   Withheld   Abstentions   Broker Non-Votes Barbara L. Brasier   24,865,981   60,994   —   1,015,398 David A. Ciesinski   24,833,735   93,240   —   1,015,398 Kenneth L. Cooke   24,828,245   98,730   —   1,015,398 Alan F. Harris   24,696,751   230,224   —   1,015,398 Proposal Two - Non-Binding Vote on the Compensation of the Corporation’s Named Executive Officers The Corporation’s shareholders approved the compensation of the Corporation’s named executive officers with the following vote totals: Number of Votes For   Against   Abstentions   Broker Non-Votes 24,544,307   342,493   40,175   1,015,398 Proposal Three - Ratification of the Selection of the Corporation’s Independent Registered Public Accounting Firm The Corporation’s shareholders ratified the selection of Deloitte & Touche LLP as the Corporation’s independent registered public accounting firm for the year ending June 30, 2020 with the following vote totals: Number of Votes For   Against   Abstentions   Broker Non-Votes 25,605,173   302,490   34,710   — Item 8.01    Other Events On November 13, 2019, the Corporation’s Board of Directors voted to raise the regular quarterly cash dividend to 70 cents per common share to be paid on December 31, 2019 to shareholders of record on December 6, 2019. Item 9.01    Financial Statements and Exhibits (d)    Exhibits: 99.1 Press Release dated November 13, 2019 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. LANCASTER COLONY CORPORATION     (Registrant) Date: November 15, 2019 By: /s/ THOMAS K. PIGOTT     Thomas K. Pigott Chief Financial Officer and Assistant Secretary (Principal Financial and Accounting Officer)      INDEX TO EXHIBITS      Exhibit Number   Description   Located at 99.1   Press Release dated November 13, 2019   Furnished herewith 104   Cover Page Interactive Data File (embedded within the Inline XBRL document)   Filed herewith
Filing details
Ticker
MZTI
CIK
57515
Form type
8-K
Filing date
Nov 15, 2019
Report date
Nov 13, 2019
Document
a2019annualmeeting8-k.htm
Size
428 KB