Bridgford Foods : Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders

On Wednesday, March 27, 2024, Bridgford Foods Corporation (the "Company") held its annual meeting of shareholders (the "Annual Meeting"), as a virtual meeting online via live audio and video webcast at which the matters set forth below were submitted to a vote of the shareholders. The votes presented in this Form 8-K differ, although not materially, from those presented during the meeting as the data herein represents the final totals. Shareholders representing 8,542,829, or 94.1%, of the 9,076,832 shares outstanding on the record date (February 2, 2024) and entitled to vote were present virtually or represented by proxy at the Annual Meeting. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. At the Annual Meeting, management proposals 1 and 2 were approved and shareholder proposal 3 was not approved. The proposals below are described in detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on February 27, 2024.

The results are as follows:

Proposal 1

The following persons were nominated and elected directors to serve for a one-year term expiring at the annual meeting of shareholders in 2025 and until their respective successors are elected and duly qualified, or until their earlier death, resignation or removal:

	William L. Bridgford		Allan Bridgford Sr.		Todd C. Andrews		Raymond F. Lancy
	Keith A. Ross		Mary Schott		D. Gregory Scott		John V. Simmons

The following sets forth the results of voting with respect to each director nominee:

Director		Votes For			Votes Withheld			Broker Non-Votes
William L. Bridgford			7,520,156				376,057				646,616
Allan Bridgford Sr.			7,520,068				376,145				646,616
Todd C. Andrews			7,691,840				204,373				646,616
Raymond F. Lancy			7,520,136				376,077				646,616
Keith A. Ross			7,520,136				376,077				646,616
Mary Schott			7,718,800				177,413				646,616
D. Gregory Scott			7,718,810				177,403				646,616
John V. Simmons			7,520,136				376,077				646,616

Proposal 2

The following sets forth the results of voting with respect to the appointment of Baker Tilly US, LLP as the independent registered public accounting firm for the Company for the fiscal year ending on November 1, 2024:

For			Against			Abstained			Broker Non-Vote
	8,399,661				19,245				123,923				-

Proposal 3

The following sets forth the results of voting with respect to the shareholder proposal to return a minimum of 20% of annual net earnings to shareholders:

For			Against			Abstained			Broker Non-Vote
	103,021				7,777,412				15,780				646,616

No other matters were presented for consideration or shareholder action at the Annual Meeting.