Document
false0001637459 0001637459 2019-09-12 2019-09-12


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): September 12, 2019

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The Kraft Heinz Company
(Exact name of registrant as specified in its charter)

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:
Title of each class
Trading Symbol
Name of 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 (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§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 September 12, 2019, we held our 2019 annual meeting of stockholders (the “2019 Annual Meeting”) in Pittsburgh, Pennsylvania. A total of 1,065,021,990 shares, or approximately 87.3% of our outstanding shares of common stock, were represented in person or by proxy at the 2019 Annual Meeting. The stockholders elected all eleven of the director nominees; approved our named executive officers’ compensation; and ratified the selection of PricewaterhouseCoopers LLP as our independent auditors for 2019. The stockholders did not approve the shareholder proposals presented at the 2019 Annual Meeting. The final voting results for the matters submitted to a stockholder vote at the 2019 Annual Meeting are set forth below:
Item 1.    Election of Directors.
Director
Shares
For
Shares
Against
Shares
Abstain
Broker Non-Votes
a.
Gregory E. Abel
907,289,210
18,247,454
1,444,639
138,040,687
b.
Alexandre Behring
891,479,634
34,058,200
1,443,469
138,040,687
c.
Joao M. Castro-Neves
892,810,856
32,638,880
1,531,567
138,040,687
d.
Tracy Britt Cool
897,342,200
28,200,554
1,438,549
138,040,687
e.
John T. Cahill
904,780,127
20,786,264
1,414,912
138,040,687
f.
Feroz Dewan
914,299,502
11,138,099
1,543,702
138,040,687
g.
Jeanne P. Jackson
908,912,407
16,622,186
1,446,710
138,040,687
h.
Jorge Paulo Lemann
891,798,616
33,685,322
1,497,365
138,040,687
i.
John C. Pope
897,837,971
27,648,778
1,494,554
138,040,687
j.
Alexandre Van Damme
908,573,527
16,893,414
1,514,362
138,040,687
k.
George Zoghbi
901,757,017
23,722,706
1,501,580
138,040,687
Item 2. Advisory vote to approve executive compensation.
Shares For
Shares Against
Shares Abstain
Broker Non-Votes
776,865,872
146,807,073
3,308,358
138,040,687

Item 3. Ratification of the selection of PricewaterhouseCoopers LLP as Kraft Heinz’s independent auditors for 2019.
Shares For
Shares Against
Shares Abstain
Broker Non-Votes
1,043,536,615
19,312,881
2,172,494
N/A

Item 4. Shareholder proposal related to protein diversification.

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Shares For
Shares Against
Shares Abstain
Broker Non-Votes
29,510,913
885,923,369
11,547,021
138,040,687

Item 5. Shareholder proposal related to reducing synthetic pesticides.

Shares For
Shares Against
Shares Abstain
Broker Non-Votes
109,483,354
786,461,628
31,036,321
138,040,687



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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.
 
The Kraft Heinz Company
 
 
 
September 12, 2019
By:
/s/ Rashida La Lande
 
 
Rashida La Lande
 
 
Senior Vice President, Global General Counsel and Head of CSR and Government Affairs; Corporate Secretary


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