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8-K/AThe WireRoutine

Shareholder Vote

Filed Oct 20, 2023 · 2y ago · Accession 0001562762-23-000373

Plain English

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

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Date of Report (Date of Earliest Event Reported): October 6, 2023 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: ☐   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. ☐                             Explanatory Note Cal-Maine Foods, Inc. (the “Company”) is filing this Amendment No. 1 to the Current Report on Form 8-K filed on October 6, 2023 (the “Original Form 8-K”) for the sole purpose of disclosing the Company’s decision regarding how frequently it will conduct future advisory votes on executive compensation. No other changes have been made to the Original Form 8-K. Item 5.07 – Submission of Matters to a Vote of Security Holders. The Company’s Annual Meeting of Stockholders was held on October 6, 2023. Proposal No. 3:   Vote on frequency   of future votes   on executive   compensation. The Company’s   stockholders approve   the proposal by the following vote: One Year Two Years Three Years Abstain Non-Votes 25,462,606 121,545 56,564,301 85,799 5,225,801 In accordance with   the results   of the vote   on this   proposal, the Company,   based on the   recommendation of its   Board of Directors and the   vote of   its stockholders,   will hold   an advisory   vote on   the compensation   of its named   executive officers   every three years until the   next required vote   on the frequency   of stockholder votes   on the compensation   of executives, which   will occur no later than the Company’s annual meeting of stockholders in 2029. Item 9.01 – Financial Statements and Exhibits (d)   Exhibits Exhibit Number Description 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 20, 2023 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/A
Filing date
Oct 20, 2023
Report date
Oct 6, 2023
Document
calm8k20231006.htm
Size
144 KB