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Published: 2022-09-30 16:17:36 ET
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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 of 1934

 

Date of Report (Date of earliest event reported): September 29, 2022

 

 

 

Lamb Weston Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 1-37830 61-1797411
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

 

599 S. Rivershore Lane
Eagle, Idaho 83616
(Address of principal executive offices) (Zip Code)

 

  (208) 938-1047  
  (Registrant’s telephone number, including area code)  
     
  N/A  
  (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))

 

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, $1.00 par value LW New York Stock Exchange

 

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 5.07. Submission of Matters to a Vote of Security Holders.

 

On September 29, 2022, we held our annual meeting of stockholders in Eagle, Idaho. A total of 143,722,324 shares of our common stock, or 87.08% of our outstanding shares of common stock, were represented in person or by proxy at the annual meeting. The final voting results for each of the matters submitted to a stockholder vote at the annual meeting are set forth below:

 

1.Our stockholders elected ten directors to each serve a one-year term until our 2023 annual meeting of stockholders or until his or her successor has been duly chosen and qualified, based on the following voting results:

 

Director   For   Against   Abstain   Broker Non-Votes
Peter J. Bensen   112,455,254   386,142   194,881   12,125,214
Charles A. Blixt   105,553,294   5,242,788   2,240,195   12,125,214
Robert J. Coviello   109,894,226   2,946,804   195,247   12,125,214
André J. Hawaux   112,377,518   458,285   200,474   12,125,214
W.G. Jurgensen   110,914,425   1,925,336   196,516   12,125,214
Thomas P. Maurer   112,401,358   438,535   196,384   12,125,214
Hala G. Moddelmog   110,494,261   2,356,139   185,877   12,125,214
Robert A. Niblock   112,443,010   396,107   197,160   12,125,214
Maria Renna Sharpe   110,012,017   2,840,963   183,297   12,125,214
Thomas P. Werner   112,381,387   456,678   198,212   12,125,214

 

2.Our stockholders approved on an advisory basis our named executive officer compensation, based on the following voting results:
   
For   Against   Abstain   Broker Non-Votes
95,747,114   16,738,516   550,647   12,125,214

 

3.Our stockholders ratified the selection of KPMG LLP as our independent auditors for the year ending May 28, 2023, based on the following voting results:
   
For   Against   Abstain    
124,801,230   170,869   189,392    

 

 

 

 

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.

 

  LAMB WESTON HOLDINGS, INC.

 

By:/s/ Eryk J. Spytek
  Name: Eryk J. Spytek
  Title: Senior Vice President, General Counsel and Chief Compliance Officer

 

Date: September 30, 2022