Item 5.07. Submission of Matters to a Vote of Security Holders.
On
Proposal 1. Election of Class III directors to serve until the 2023 annual
meeting of stockholders and thereafter until their successors are duly elected
and qualified:
Proposal 2. Ratification of the appointment of
For Against Abstain Broker Non-Votes 87,089,672 186,471 14,131 0 Proposal 3. The advisory vote to approve the compensation of the Company's named executive officers: For Against Abstain Broker Non-Votes 81,331,869 1,192,113 18,546 4,747,746
Proposal 4. The advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers:
1 Year 2 Years 3 Years Abstain Broker Non-Votes 81,091,526 7,566 1,428,090 15,346 4,747,746
Proposal 5. To approve an amendment of the Amended and Restated Certificate of Incorporation (the "Certificate") to declassify the Board of Directors:
For Against Abstain Broker Non-Votes 82,520,101 4,065 18,362 4,747,746
Proposal 6. To approve an amendment of the Company's Certificate to eliminate the supermajority voting requirements:
For Against Abstain Broker Non-Votes 82,518,653 6,957 16,918 4,747,746
On
As indicated above, approximately 98.3% of the votes cast by stockholders were voted, on an advisory basis, in favor of holding an advisory vote to approve the compensation of the Company's named executive officers every year. In light of these results, the Company determined that it will hold an advisory vote to approve the compensation of the Company's named executive officers every year until the next required vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers, or until the Board otherwise determines that a different frequency for such advisory votes is in the best interests of the Company.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 3.1 Second Amended and Restated Certificate of Incorporation ofThe Simply Good Foods Company . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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