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Executive Change · Shareholder Vote

Filed Oct 1, 2021 · 4y ago · Accession 0001562762-21-000355

Plain English

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

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of Earliest Event Reported): October 1, 2021 Cal-Maine Foods, Inc. (Exact name of registrant as specified in its charter)   Delaware 001-38695 64-0500378 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)     1052 Highland Colony Pkwy , Suite 200 , Ridgeland , MS 39157 (Address of principal executive offices (zip code))   601 - 948-6813 (Registrant’s telephone number, including area code) 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)) Securities registered pursuant to Section 12(b) of the   Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share CALM The NASDAQ   Global Select Market 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. ☐                                                                             Item   5.02   –   Departure   of   Directors   or   Certain   Officers;   Election   of   Directors;   Appointment   of   Certain   Officers; Compensatory Arrangements of Certain Officers On October 1,   2021, Cal-Maine Foods,   Inc. (the “Company”)   issued a press release   announcing the appointment   of Jeff Hardin as Senior Vice President of Sales, effective October 1, 2021. A copy of the Company’s press release is attached hereto as Exhibit 99.1 to this Current Report. Item 5.07 – Submission of Matters to a Vote of Security Holders. The Company’s Annual Meeting of Stockholders was held on October 1, 2021. Proposal No. 1: Election of Directors. The following persons were nominated and elected to serve   as members of the Board of Directors until our next annual meeting of stockholders and until their   successors are elected and qualified. Nominees for the Board of Directors of the Company: Names Votes For Votes Withheld Non-Votes Adolphus B. Baker 70,478,159 15,832,092 3,029,326 Max P. Bowman 82,130,951 4,179,300 3,029,326 Letitia C. Hughes 80,959,514 5,350,737 3,029,326 Sherman L. Miller 83,419,348 2,890,903 3,029,326 James E. Poole 81,209,102 5,101,149 3,029,326 Steve W. Sanders 83,313,578 2,996,673 3,029,326 Camille S. Young 83,902,690 2,407,561 3,029,326 Proposal No. 2:   Ratification of   the selection   of Frost, PLLC   as the   independent registered public   accounting firm   for the Company for fiscal 2022.   The Company’s stockholders approved the proposal by the following   vote: Votes For Votes Against Abstentions Non-Votes 89,203,504 79,192 56,881 N/A Item 9.01 – Financial Statements and Exhibits (d)   Exhibits Exhibit Number Description 99.1 Press Release issued by the Company on October 1, 2021 104 Cover Page Interactive Data File, (embedded within the Inline XBRL document) SIGNATURES   Pursuant to the requirements for 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.           CAL-MAINE FOODS, INC. Date: October 1, 2021 By:   /s/ Max P. Bowman   Max P. Bowman   Director, Vice President, and Chief Financial Officer
Filing details
Ticker
CALM
CIK
16160
Form type
8-K
Filing date
Oct 1, 2021
Report date
Oct 1, 2021
Document
calm8k20210719.htm
Size
204 KB