Item 5.02.   Departure of Directors or Certain Officers; Election of Directors;
             Appointment of Certain Officers; Compensatory Arrangements of
             Certain Officers.

On January 29, 2020, Aramark (the "Company") held its 2020 Annual Meeting of Shareholders (the "2020 Annual Meeting") at which the Company's shareholders approved the Company's Second Amended and Restated 2013 Stock Incentive Plan (the "Amended Stock Plan"). The Amended Stock Plan, among other things, increases the number of shares of common stock of the Company reserved for issuance under the Amended Stock Plan by an additional 7,500,000 shares, and reflects certain technical updates, including (i) a prohibition on paying dividend equivalent amounts on unvested equity awards prior to the vesting of the underlying equity award and (ii) certain updates intended to reflect the repeal of the "performance-based compensation" exemption under Section 162(m) of the Internal Revenue Code. The Amended Stock Plan had been previously approved by the Company's Board of Directors (the "Board"), subject to shareholder approval. The Amended Stock Plan became effective as of the date of such shareholder approval. The material features of the Amended Stock Plan are described in the Company's

definitive proxy statement for the 2020 Annual Meeting filed on December 20, 2019 (the "Proxy Statement"), under the heading "Proposal No 4. - Vote to Approve Second Amended and Restated 2013 Stock Incentive Plan", which is incorporated herein by reference. The above and incorporated description of the Amended Stock Plan are qualified in their entirety by reference to the Amended Stock Plan, which is included at Appendix A to the Company's Proxy Statement, and incorporated herein by reference as Exhibit 10.1.

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

The Company held its 2020 Annual Meeting on January 29, 2020 in Philadelphia, Pennsylvania. A quorum was present at the meeting. Set forth below are the final voting results with respect to each matter voted upon by the Company's shareholders:



1.     Election of each of the following 11 director nominees to the Company's
       Board to serve until the Company's 2021 Annual Meeting or until his or her
       respective successor has been duly elected and qualified:

Nominees for Director For Against Abstentions Broker Non-Votes Susan M. Cameron 203,234,966 1,665,955 440,415 8,042,617 Greg Creed

            204,840,329     58,102      442,905         8,042,617

Calvin Darden 204,620,197 277,800 443,339 8,042,617 Richard W. Dreiling 201,672,299 3,227,893 441,144 8,042,617 Irene M. Esteves 199,595,943 5,305,026 440,367 8,042,617 Daniel J. Heinrich 204,809,421 90,584 441,331 8,042,617 Paul C. Hilal 204,554,957 338,759 447,620 8,042,617 Karen M. King 204,872,633 28,543 440,160 8,042,617 Stephen I. Sandove 200,511,217 4,387,319 442,800 8,042,617 Arthur B. Winkleblack 204,809,034 91,595 440,707 8,042,617 John J. Zillmer 200,505,729 4,397,036 438,571 8,042,617




2.     Ratification of the appointment of KPMG LLP as the Company's independent
       registered public accounting firm for the Company's fiscal year ending
       October 2, 2020:

For Against Abstentions Broker Non-Votes 207,116,364 1,842,090 4,425,499 -




3.     Approval, on a non-binding, advisory basis, of the compensation of the
       Company's named executive officers as disclosed in the Company's
       definitive proxy statement for the 2020 Annual Meeting of Shareholders
       filed on December 20, 2019:

For Against Abstentions Broker Non-Votes 191,349,565 13,488,644 503,127 8,042,617

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4. Approval of the Company's Amended Stock Plan:

For Against Abstentions Broker Non-Votes 198,664,166 6,208,186 468,984 8,042,617

5. Approval of the Second Amended and Restated Certificate of Incorporation to permit holders of at least fifteen percent (15%) of the Company's outstanding shares of common stock to call a special meeting of shareholders for any purpose permissible under applicable law and to delete certain obsolete provisions:


    For     Against Abstentions Broker Non-Votes
204,475,008 411,787   454,541      8,042,617

The Company filed the Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on January 30, 2020. The Second Amended and Restated Certificate of Incorporation is filed herewith as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits




  (d) Exhibits


 Exhibit
   No.                                  Description

3.1*          Second Amended and Restated Certificate of Incorporation of
            Aramark.
10.1          Second Amended and Restated 2013 Stock Incentive Plan of Aramark
            (incorporated by reference to Appendix A to the Company's Proxy
            Statement filed with the SEC on December 20, 2019 (file number
            001-36223)).
104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).



*  Filed herewith.

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