Shareholder Vote

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): August 18, 2020     SENECA FOODS CORPORATION (Exact Name of Registrant as Specified in its Charter)   New York (State or Other Jurisdiction of Incorporation) 0-01989 (Commission File Number) 16-0733425 (IRS Employer Identification No.)   3736 South Main Street , Marion , New York 14505-9751 (Address of Principal Executive Offices, including zip code)   ( 315 ) 926-8100 (Registrant's telephone number, including area code)   Not Applicable (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 (see General Instruction A.2. below):   ☐ 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 or Rule 12b-2 of the Securities Exchange Act of 1934.   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 Exchange Act:   Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock Class A , $.25 Par SENEA NASDAQ Global Market Common Stock Class B , $.25 Par SENEB NASDAQ Global Market         Item 5.07                      Submission of Matters to a Vote of Security Holders     On August 18, 2020, the Company held its Annual Meeting of Shareholders.  As of the record date established in connection with the Annual Meeting, the following shares of voting stock were issued and outstanding: (i) 7,383,993 shares of Class A common stock, $0.25 par value per share (“Class A Common Stock”); (ii) 1,733,902 shares of Class B common stock, $0.25 par value per share (“Class B Common Stock”); (iii) 200,000 shares of Six Percent (6%) Cumulative Voting Preferred Stock, $0.25 par value per share (“6% Preferred Stock”); (iv) 407,240 shares of 10% Cumulative Convertible Voting Preferred Stock - Series A, $0.25 stated value per share (“10% Series A Preferred Stock”); and (v) 400,000 shares of 10% Cumulative Convertible Voting Preferred Stock - Series B, $0.25 stated value per share (“10% Series B Preferred Stock”).  Each share of Class B Common Stock, 10% Series A Preferred Stock, and 10% Series B Preferred Stock was entitled to one vote on each item submitted for consideration.  Each share of Class A Common Stock was entitled to one-twentieth (1/20) of one vote on each item submitted for consideration.  Each share of 6% Preferred Stock was entitled to one vote, but only with respect to the election of directors.   The following is a summary of the voting at the Annual Meeting:   Election of Directors :   At the Annual Meeting, Peter R. Call, Michael F. Nozzolio, and Arthur S. Wolcott were elected directors of the Company, each to serve until the 2023 Annual Meeting.   Name   For     Withhold Authority     Broker Non-Votes   Peter R. Call     2,724,375       46,437       186,428   Michael F. Nozzolio     2,762,075       8,737       186,428   Arthur S. Wolcott     2,742,238       28,574       186,428     The Board of Directors is divided into three classes having staggered terms of three years each.  The terms of office of Keith A. Woodward, Kraig H. Kayser and Thomas Paulson expire in 2021 and the terms of office of John P. Gaylord, Kathryn J. Boor and Susan W. Stuart expire in 2022.     Advisor Vote on Executive Compensation :   At the Annual Meeting, the shareholders voted to provide an advisor vote on executive compensation.   For Against Abstentions Broker Non-Votes 2,589,357 4,324 5,575 186,428   Ratification o f Independent Registered Public Accounting Firm :   At the Annual Meeting, the shareholders voted to ratify the appointment of Plante Moran, PC as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2021.   For Against Abstentions 2,785,056 316 312         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.   Date:           August 18, 2020   SENECA FOODS CORPORATION     By: /s/Jeffrey Van Riper                                                             Jeffrey L. Van Riper Vice President and Controller