Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K 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 19, 2019 Conagra Brands, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-7275 47-0248710 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer 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. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On September 19, 2019, Conagra Brands, Inc. (the “Company”) held its 2019 Annual Meeting of Shareholders (the “Annual Meeting”). The final voting results for the matters brought before the Annual Meeting are set forth below. 1. Election of Directors The Company’s shareholders elected all eleven director nominees to the Board of Directors for a one-year term. For each director nominee, the voting results were as follows: Director For Against Abstain Broker Non-Votes Anil Arora 381,759,225 1,138,947 952,577 58,352,130 Thomas K. Brown 381,324,230 1,589,249 937,270 58,352,130 Stephen G. Butler 372,934,970 10,371,118 544,661 58,352,130 Sean M. Connolly 381,078,639 1,748,464 1,023,646 58,352,130 Joie A. Gregor 380,093,916 3,168,746 588,087 58,352,130 Rajive Johri 379,451,226 3,377,380 1,022,143 58,352,130 Richard H. Lenny 379,592,378 3,314,620 943,751 58,352,130 Melissa Lora 382,022,134 926,224 902,391 58,352,130 Ruth Ann Marshall 376,426,810 6,451,545 972,394 58,352,130 Craig P. Omtvedt 381,949,965 950,732 950,452 58,352,130 Scott Ostfeld 381,392,191 1,496,569 961,989 58,352,130 2 . Ratification of the Appointment of KPMG LLP as the Company’s Independent Auditor for Fiscal 2020 The Company’s shareholders ratified the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditor of the Company for fiscal 2020. The voting results were as follows: For Against Abstain 436,290,978 5,342,205 569,696 3. Advisory Approval of the Company’s Named Executive Officer Compensation The Company’s shareholders approved, on an advisory basis, a resolution approving the Company’s named executive officer compensation. The voting results were as follows: For Against Abstain Broker Non-Votes 351,693,664 30,298,009 1,859,076 58,352,130 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/ Colleen Batcheler Name: Colleen Batcheler Title: Executive Vice President, General Counsel and Corporate Secretary Date: September 23, 2019