Document

Percentage of Votes Cast For

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): January 30, 2020

Post Holdings, Inc.
(Exact name of registrant as specified in its charter)



Missouri	001-35305		45-3355106
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)

2503 S. Hanley Road	St. Louis	Missouri	63144
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s telephone number, including area code: (314) 644-7600

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, $0.01 par value	POST	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.

Post Holdings, Inc. (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”) at Hilton St. Louis Frontenac, 1335 S. Lindbergh Blvd., St. Louis, Missouri 63131 on Thursday, January 30, 2020. At the Annual Meeting, of the 70,718,547 shares outstanding and entitled to vote, 67,518,840 shares were represented, constituting a 95.48% quorum. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:


Proposal 1:	All of the nominees for director were elected to serve until the Company’s annual meeting of shareholders to be held in 2023 or until their respective successors are elected and qualified, by the votes set forth in the table below:



Nominee	For	Withheld	Broker Non-Votes	Percentage of Votes Cast For
Robert E. Grote	58,551,524	1,819,510	7,147,806	96.99%
David W. Kemper	59,230,083	1,140,951	7,147,806	98.11%
Robert V. Vitale	59,386,025	985,009	7,147,806	98.37%


Proposal 2:	The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2020 was ratified by the shareholders, by the votes set forth in the table below:


Proposal 3:	The Company’s executive compensation, as described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on December 9, 2019, was approved by the non-binding advisory votes of the shareholders set forth in the table below:



For	Against	Abstain	Broker Non-Votes	Percentage of Votes Cast For
58,256,080	2,067,736	47,218	7,147,806	96.50%

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.



Date: February 5, 2020	Post Holdings, Inc.
	(Registrant)

	By:	/s/ Diedre J. Gray
	Name:	Diedre J. Gray
	Title:	EVP, General Counsel & Chief Administrative Officer, Secretary