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.
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Filing text
View original ↗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
- Company
- CAL-MAINE FOODS INC
- 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