Current Report Filing (8-k)
10 Maio 2023 - 05:13PM
Edgar (US Regulatory)
false000163745900016374592023-05-042023-05-04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): May 4,
2023
The Kraft Heinz Company
(Exact name of registrant as specified in its charter)
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Delaware |
001-37482 |
46-2078182 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
One PPG Place, Pittsburgh, Pennsylvania 15222
(Address of principal executive offices, including zip
code)
(412) 456-5700
(Registrant’s telephone number, including area code)
Not Applicable
(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:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common stock, $0.01 par value |
KHC |
The Nasdaq Stock Market LLC |
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 May 4, 2023, The Kraft Heinz Company (the “Company”) held its
2023 Annual Meeting of Stockholders (the “Annual Meeting”). The
final voting results for the matters properly submitted to a
stockholder vote at the Annual Meeting are set forth
below.
Item 1. Election of Directors.
Stockholders elected each of the 12 nominees to serve as a director
of the Company for a one-year term expiring at the Company’s 2024
Annual Meeting of Stockholders as follows:
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Director
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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Gregory E. Abel
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965,677,660 |
6,318,470 |
1,139,793 |
101,371,601 |
Humberto P. Alfonso |
870,899,128 |
100,952,143 |
1,284,652 |
101,371,601 |
John
T. Cahill
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954,989,357 |
13,042,785 |
5,103,781 |
101,371,601 |
Lori Dickerson Fouché
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964,529,573 |
7,375,310 |
1,231,040 |
101,371,601 |
Diane Gherson |
967,508,295 |
4,392,771 |
1,234,857 |
101,371,601 |
Timothy Kenesey
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952,997,446 |
18,788,814 |
1,349,663 |
101,371,601 |
Alicia Knapp
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955,506,802 |
16,396,331 |
1,232,790 |
101,371,601 |
Elio Leoni Sceti
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961,849,302 |
10,005,526 |
1,281,095 |
101,371,601 |
Susan Mulder
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961,549,723 |
10,377,876 |
1,208,324 |
101,371,601 |
James Park
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966,282,787 |
5,523,288 |
1,329,848 |
101,371,601 |
Miguel Patricio
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947,410,831 |
24,262,918 |
1,462,174 |
101,371,601 |
John C. Pope
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951,257,881 |
20,765,219 |
1,112,823 |
101,371,601 |
Item 2. Advisory Vote to Approve Executive Compensation.
Stockholders approved, on an advisory basis, the compensation of
the Company’s named executive officers as follows:
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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941,112,338 |
29,602,813 |
2,420,772 |
101,371,601 |
Item 3. Ratification of the Selection of PricewaterhouseCoopers
LLP.
Stockholders approved the selection
of
PricewaterhouseCoopers LLP as the Company’s independent auditors
for 2023 as follows:
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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1,047,805,523 |
25,276,337 |
1,425,664 |
N/A |
Item 4. Stockholder Proposal Regarding a Simple Majority
Vote.
Stockholders did not approve the stockholder proposal regarding a
simple majority vote as follows:
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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185,067,517 |
785,710,161 |
2,358,245 |
101,371,601 |
Item 5. Stockholder Proposal Regarding a Report on Water
Risk.
Stockholders did not approve the stockholder proposal regarding a
report on water risk as follows:
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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75,738,893 |
891,250,571 |
6,146,459 |
101,371,601 |
Item 6. Stockholder Proposal Regarding a Civil Rights Audit.
Stockholders did not approve the stockholder proposal regarding a
civil rights audit as follows:
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Shares For
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Shares Against
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Shares Abstain
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Broker Non-Votes
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9,468,792 |
956,898,350 |
6,768,781 |
101,371,601 |
SIGNATURE
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.
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The Kraft Heinz Company |
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Date: May 10, 2023 |
By: |
/s/ Rashida La Lande |
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Rashida La Lande |
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Executive Vice President, Global General Counsel and Chief
Sustainability and Corporate Affairs Officer
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