(State or other jurisdiction of incorporation) | (IRS Employer Identification No.) |
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)) |
Title of each class | Trading Symbol | Name of each exchange on which registered |
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
(a) | The Annual Meeting of Shareholders of the Company was held online via the internet at www.virtualshareholdermeeting.com/DRI2020 on September 23, 2020. On September 24, 2020, Peter W. Descovich, the independent Inspector of Election for the Annual Meeting, delivered to the Company his final, certified vote results. |
(b) | The name of each director elected at the meeting, a brief description of each other matter voted upon, and the voting results, are provided below. At the Annual Meeting, the shareholders took the following actions: |
(i) | Voted on the election of 8 directors to serve until the next annual meeting of shareholders and until their successors are elected and qualified, as follows: |
Nominees | For | Withheld | Broker Non-Vote | |||||
Margaret Shân Atkins | 100,275,017 | 1,750,226 | 12,011,614 | |||||
James P. Fogarty | 100,955,009 | 1,070,234 | 12,011,614 | |||||
Cynthia T. Jamison | 94,634,926 | 7,390,317 | 12,011,614 | |||||
Eugene I. Lee, Jr. | 100,923,022 | 1,102,221 | 12,011,614 | |||||
Nana Mensah | 101,359,455 | 665,788 | 12,011,614 | |||||
William S. Simon | 99,677,427 | 2,347,816 | 12,011,614 | |||||
Charles M. Sonsteby | 101,418,943 | 606,300 | 12,011,614 | |||||
Timothy J. Wilmott | 101,170,018 | 855,225 | 12,011,614 |
(ii) | Approved a resolution providing advisory approval of the Company’s executive compensation. |
For | 96,069,455 | |
Against | 5,592,508 | |
Abstain | 363,280 | |
Broker Non-Vote | 12,011,614 |
(iii) | Ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending May 30, 2021. |
For | 108,335,470 | |
Against | 5,468,719 | |
Abstain | 232,668 | |
Broker Non-Vote | 0 |
DARDEN RESTAURANTS, INC. | |
By: | /s/ Matthew R. Broad |
Matthew R. Broad | |
Senior Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary |