FilingIndex
8-K/AThe WireRoutine

Shareholder Vote

Filed Sep 23, 2025 · 9mo ago · Accession 0000023217-25-000077

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A 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 17, 2025 Conagra Brands, Inc. (Exact Name of Registrant as Specified in its Charter) ​ Delaware 1-7275 47-0248710 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.)       222 W. Merchandise Mart Plaza ,     Suite 1300     Chicago , Illinois   60654 (Address of principal executive offices)   (Zip Code) ​ ( 312 ) 549-5000 (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 , $5.00 par value   CAG   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. ☐ ​ ​ ​ ​ Explanatory Note ​ This Current Report on Form 8-K/A is being filed as an amendment to the Current Report on Form 8-K filed by Conagra Brands, Inc. on September 22, 2025 (the “Original Form 8-K”) solely for the purpose of correcting the description of the voting outcome for proposal 2. The Company’s shareholders approved, on a non-binding, advisory basis, the Company’s named executive officer compensation. No other changes are being made to the Original Form 8-K. ​ Item 5.07      Submission of Matters to a Vote of Security Holders. ​ On September 17, 2025, the Company held its Annual Meeting of Shareholders. The final voting results for the matters brought before that meeting are set forth below: ​ 1. Election of Directors ​ The Company’s shareholders voted to elect the following eleven (11) nominees to serve as directors of the Company until their term expires at the Company’s 2025 Annual Meeting of Shareholders and until their respective successors are elected and qualified. The voting results were as follows: ​ ​ ​ ​ For Against Abstain Broker Non-Votes Anil Arora 356,257,205 6,356,244 1,579,257 54,529,577 Thomas “Tony” K. Brown 348,036,394 14,628,303 1,528,009 54,529,577 Emanuel “Manny” Chirico 360,494,500 2,878,589 819,617 54,529,577 Sean M. Connolly 358,969,654 4,437,489 785,563 54,529,577 George Dowdie 360,544,572 2,350,970 1,297,164 54,529,577 Francisco J. Fraga 361,169,036 2,204,821 818,849 54,529,577 Richard H. Lenny 334,786,237 28,637,556 768,913 54,529,577 Melissa Lora 352,960,403 10,494,256 738,047 54,529,577 Ruth Ann Marshall 339,764,276 22,916,591 1,511,839 54,529,577 Denise Paulonis 355,952,351 6,973,923 1,266,432 54,529,577 ​ ​ ​ ​ ​ ​ 2. Advisory Vote to Approve Named Executive Officer Compensation ​ The Company’s shareholders approved, on a non-binding, advisory basis, the Company’s named executive officer compensation. The voting results were as follows: ​ ​ ​ ​ ​ ​ ​ ​ For ​ Against ​ Abstain ​ Broker Non-Votes ​ 321,898,549 ​ 40,919,490 ​ 1,374,667 ​ 54,529,577 ​ ​ 3. Ratification of the Appointment of KPMG LLP as the Company’s Independent Auditor for Fiscal 2026 ​ The Company’s shareholders voted to ratify the appointment of KPMG LLP as the Company’s independent auditor for fiscal 2026. The voting results were as follows: ​ ​ ​ ​ ​ For ​ Against ​ Abstain ​ 396,411,569 ​ 21,145,769 ​ 1,164,945 ​ ​ ​ ​ ​ ​ ​ ​ 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. ​ ​ CONAGRA BRANDS, INC. ​ ​ ​ ​ By: /s/ Carey Bartell ​ Name: Carey Bartell ​ Title: Executive Vice President, General Counsel and Corporate Secretary ​ Date: September 23, 2025 ​ ​
Filing details
Ticker
CAG
CIK
23217
Form type
8-K/A
Filing date
Sep 23, 2025
Report date
Sep 17, 2025
Document
tmb-20250917x8ka.htm
Size
177 KB