UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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ITEM 5.07. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
On May 12, 2022, Texas Roadhouse, Inc. ("the Company") held its Annual Meeting of Shareholders. The matters voted on by shareholders and the voting results are as follows:
A. | Election of directors. |
The nominees for the Company’s Board of Directors were elected as follows: |
Name | For | Withheld | Abstain | Broker Non-Votes | |||||
Michael A. Crawford | 55,674,274 | 2,273,744 | - | 5,316,995 | |||||
Donna E. Epps | 56,774,469 | 1,173,549 | - | 5,316,995 | |||||
Gregory N. Moore | 54,810,230 | 3,137,788 | - | 5,316,995 | |||||
Gerald L. Morgan | 57,515,686 | 432,332 | - | 5,316,995 | |||||
Curtis A. Warfield | 55,395,856 | 2,552,162 | - | 5,316,995 | |||||
Kathleen M. Widmer | 55,744,238 | 2,203,780 | - | 5,316,995 | |||||
James R. Zarley | 55,035,812 | 2,912,206 | - | 5,316,995 |
B. Ratification of the audit committee’s selection of KPMG LLP as the Company’s independent auditors for the fiscal year 2022.
The selection of KPMG LLP was ratified as follows:
For | Against | Abstain | Broker Non-Votes | ||||
60,836,863 | 2,387,761 | 40,389 | - |
C. Advisory Vote on Executive Compensation.
The compensation of the named executive officers was approved, on an advisory basis, as follows:
For | Against | Abstain | Broker Non-Votes | ||||
54,721,251 | 3,166,055 | 60,712 | 5,316,995 |
ITEM 8.01. OTHER EVENTS
On May 12, 2022, the Company’s Board of Directors approved the second quarter 2022 cash dividend. The public announcement of the dividend was made by means of a press release, the text of which is set forth at Exhibit 99.1 hereto.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) | EXHIBITS |
99.1 | Press Release issued by the company on May 13, 2022. |
The information in this Current Report on Form 8-K at Item 2.02 and the Exhibit attached hereto shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.
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INDEX TO EXHIBITS
Exhibit No. | ||
99.1 | Press Release issued by the Company on May 13, 2022. | |
104 | Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document) |
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SIGNATURE
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 thereunto duly authorized.
TEXAS ROADHOUSE, INC. | ||
Date: May 13, 2022 | By: | /s/ Tonya R. Robinson |
Tonya R. Robinson | ||
Chief Financial Officer |
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