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): February 7, 2025
(Exact Name of Registrant as Specified in Its Charter)
(Commission File Number)
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(State or Other Jurisdiction of Incorporation)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices, including zip code)
(812 ) 424-2904
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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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 (§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. ☐
Item 5.07
Submission of Matters to a Vote of
Security Holders.
On February 5, 2025, the Company held its Annual Meeting of Stockholders at the Bally’s Casino and Hotel located at 421 NW
Riverside Dr., Evansville, Indiana 47708 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the four proposals described below. The proposals presented at the Annual Meeting are described in detail in the
Company’s Proxy Statement.
At the Annual Meeting, 100,212,115 shares of common stock, or 86.6% of the issued and outstanding shares of common stock, were
represented in person or by proxy.
The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:
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Item 1: Election of Directors.
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Name
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-Votes
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B. Evan Bayh
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89,855,355
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5,479,888
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44,338
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4,832,534
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Jonathan F. Foster
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90,642,793
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4,692,948
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43,840
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4,832,534
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Meredith R. Harper
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94,865,207
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466,194
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48,180
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4,832,534
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Idalene F. Kesner
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93,135,860
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2,199,913
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43,808
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4,832,534
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Kevin J. Kwilinski
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94,654,426
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681,368
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43,787
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4,832,534
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Jill A. Rahman
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90,748,440
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4,587,855
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43,286
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4,832,534
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James T. Glerum
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92,020,291
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3,315,431
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43,859
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4,832,534
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Chaney M. Sheffield
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93,275,820
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2,059,693
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44,068
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4,832,534
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Robert A. Steele
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92,837,957
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2,497,727
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43,897
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4,832,534
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Stephen E. Sterrett
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94,068,240
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1,267,484
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43,857
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4,832,534
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Peter T. Thomas
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91,481,338
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3,854,299
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43,944
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4,832,534
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Item 2: Ratification of Ernst & Young LLP as the
Company’s independent registered public accountants for the fiscal year ending September 27, 2025.
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Votes For
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Votes Against
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Abstentions
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98,511,124
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1,649,186
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51,805
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Item 3: Advisory, non-binding vote to approve the Company’s
executive compensation.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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62,406,134
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32,925,314
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49,133
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4,832,534
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Item 4: Advisory, non-binding vote on frequency of vote on
executive compensation.
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Votes For One Year
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Votes For Two Years
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Votes For Three Years
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Abstentions
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92,044,871
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18,345
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3,206,363
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110,002
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit
Number 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 thereunto duly authorized.
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Berry Global Group, Inc.
(Registrant)
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Dated: February 11, 2025
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By:
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/s/ Jason K. Greene |
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| Name: |
Jason K. Greene |
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| Title: |
Executive Vice President,
Chief Legal Officer and Secretary
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