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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): May 4, 2023

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(s)			Name of each 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 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. ☐

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Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 4, 2023, The Kraft Heinz Company (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The final voting results for the matters properly submitted to a stockholder vote at the Annual Meeting are set forth below.

Item 1. Election of Directors. Stockholders elected each of the 12 nominees to serve as a director of the Company for a one-year term expiring at the Company’s 2024 Annual Meeting of Stockholders as follows:

Director			Shares For			Shares Against			Shares Abstain			Broker Non-Votes
Gregory E. Abel			965,677,660			6,318,470			1,139,793			101,371,601
Humberto P. Alfonso			870,899,128			100,952,143			1,284,652			101,371,601
John T. Cahill			954,989,357			13,042,785			5,103,781			101,371,601
Lori Dickerson Fouché			964,529,573			7,375,310			1,231,040			101,371,601
Diane Gherson			967,508,295			4,392,771			1,234,857			101,371,601
Timothy Kenesey			952,997,446			18,788,814			1,349,663			101,371,601
Alicia Knapp			955,506,802			16,396,331			1,232,790			101,371,601
Elio Leoni Sceti			961,849,302			10,005,526			1,281,095			101,371,601
Susan Mulder			961,549,723			10,377,876			1,208,324			101,371,601
James Park			966,282,787			5,523,288			1,329,848			101,371,601
Miguel Patricio			947,410,831			24,262,918			1,462,174			101,371,601
John C. Pope			951,257,881			20,765,219			1,112,823			101,371,601

Item 2. Advisory Vote to Approve Executive Compensation. Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as follows:

Shares For			Shares Against			Shares Abstain			Broker Non-Votes
941,112,338			29,602,813			2,420,772			101,371,601

Item 3. Ratification of the Selection of PricewaterhouseCoopers LLP. Stockholders approved the selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2023 as follows:

Shares For			Shares Against			Shares Abstain			Broker Non-Votes
1,047,805,523			25,276,337			1,425,664			N/A

Item 4. Stockholder Proposal Regarding a Simple Majority Vote. Stockholders did not approve the stockholder proposal regarding a simple majority vote as follows:

Shares For			Shares Against			Shares Abstain			Broker Non-Votes
185,067,517			785,710,161			2,358,245			101,371,601

Item 5. Stockholder Proposal Regarding a Report on Water Risk. Stockholders did not approve the stockholder proposal regarding a report on water risk as follows:

Shares For			Shares Against			Shares Abstain			Broker Non-Votes
75,738,893			891,250,571			6,146,459			101,371,601

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Item 6. Stockholder Proposal Regarding a Civil Rights Audit. Stockholders did not approve the stockholder proposal regarding a civil rights audit as follows:

Shares For			Shares Against			Shares Abstain			Broker Non-Votes
9,468,792			956,898,350			6,768,781			101,371,601

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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
Date: May 10, 2023			By:			/s/ Rashida La Lande
						Rashida La Lande
						Executive Vice President, Global General Counsel and Chief Sustainability and Corporate Affairs Officer

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