(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))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2)
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of exchange on which registered
Common Stock, par value $0.01 per share
LOCO
The Nasdaq Stock Market LLC
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 7, 2022, the Company held its 2022 annual meeting of stockholders ("Annual Meeting"). Of 36,743,864 shares of common stock outstanding and entitled to vote as of April 8, 2022, the record date for the annual meeting, 34,201,199 shares were present in person or represented by proxy, or 93.08%, constituting a quorum. At the Annual Meeting the Company's stockholders voted on three proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 28, 2022.
The final results of voting for each matter submitted to a vote of stockholders at the Annual Meeting are as follows:
1.Electionofdirectors
Proposal 1 was the election of four nominees to serve as Class II directors until the 2025 annual meeting or until their successors are duly elected and qualified. The result of the vote was as follows:
Proposal 2 was the ratification of the appointment of BDO USA, LLP, as the Company's independent registered public accounting firm for 2022. The result of the vote was as follows:
VotesFor
VotesAgainst
Abstentions
34,067,810
70,376
63,013
3.
Advisory vote regarding approval of the Company's named executive officers' compensation
Proposal 3 was the non-binding advisoryproposal regarding compensation of the Company's named executive officers. The result of the vote was as follows:
VotesFor
VotesAgainst
Abstentions
Broker Non-Votes
30,858,245
1,007,050
28,216
2,307,688
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
El Pollo Loco Holdings Inc. published this content on 13 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 June 2022 10:12:10 UTC.