SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 21, 2018
Conagra Brands, Inc.
(Exact Name of Registrant as Specified in its Charter)
(State or other jurisdiction
222 W. Merchandise Mart Plaza,
|(Address of principal executive offices)||(Zip Code)|
Registrants telephone number, including area code: (312) 549-5000
(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))
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 2.02|| |
Results of Operations and Financial Condition.
On September 27, 2018, Conagra Brands, Inc. (the Company) issued a press release which contained information on the Companys first quarter fiscal 2019 financial results. The press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to liabilities under that section and shall not be deemed to be incorporated by reference into any document filed under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
|Item 5.07|| |
Submission of Matters to a Vote of Security Holders.
On September 21, 2018, the Company held its 2018 Annual Meeting of Stockholders (the Meeting). The final voting results for the matters brought before the Meeting are set forth below.
Election of Directors
The Companys stockholders elected, for a one-year term, the following nominees for election to the Board of Directors. For each nominee, the votes cast for, the votes withheld and broker non-votes were as follows:
Thomas K. Brown
Stephen G. Butler
Sean M. Connolly
Joie A. Gregor
Richard H. Lenny
Ruth Ann Marshall
Craig P. Omtvedt
Ratification of Appointment of Independent Auditor for Fiscal 2019
The Companys stockholders ratified the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditor of the Company for fiscal 2019. The votes cast for and against this proposal, as well as abstentions from voting, were as follows:
Advisory Vote on Named Executive Officer Compensation
The Companys stockholders approved, on an advisory basis, a resolution approving the Companys named executive officer compensation. The votes cast for and against this proposal, as well as the abstentions and broker non-votes, were as follows:
|Item 9.01|| |
Financial Statements and Exhibits.
|99.1||Press Release issued September 27, 2018|
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.
|CONAGRA BRANDS, INC.|
|Title:||Executive Vice President, Chief Financial Officer|
Date: September 27, 2018