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    Performance Food Group Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    11/19/25 4:30:25 PM ET
    $PFGC
    Food Distributors
    Consumer Discretionary
    Get the next $PFGC alert in real time by email
    8-K
    0001618673false00016186732025-11-192025-11-19

     

     

    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): November 19, 2025

     

    Performance Food Group Company

    (Exact name of Registrant as Specified in Its Charter)

     

    Delaware

    001-37578

    43-1983182

    (State or Other Jurisdiction

    of Incorporation)

    (Commission File Number)

    (IRS Employer

    Identification No.)

     

     

     

    12500 West Creek Parkway

    Richmond, Virginia

    23238

    (Address of Principal Executive Offices)

    (Zip Code)

    Registrant’s Telephone Number, Including Area Code: (804) 484-7700

    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 (see General Instructions A.2. below):

    ☐

    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

    PFGC

    New York Stock Exchange

    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 November 19, 2025, Performance Food Group Company (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders voted on the matters disclosed in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 10, 2025 (the “Proxy Statement”). The final voting results for the matters submitted to a vote of stockholders were as follows:

    Proposal No. 1 – Election of Directors

    The Company’s stockholders elected the persons listed below as directors for a one-year term expiring at the Company’s 2026 Annual Meeting of Stockholders and until their respective successors are elected and qualified:

    Votes Cast

    For

     

    Votes Cast Against

     

    Abstentions

     

    Broker Non-Votes

    Barbara J. Beck

    141,092,157

    1,542,847

    73,846

    2,619,466

    Danielle M. Brown

    142,603,181

    32,956

    72,713

    2,619,466

    William F. Dawson, Jr.

    141,004,647

    1,631,864

    72,339

    2,619,466

    Scott D. Ferguson

    139,007,272

    3,619,317

    82,261

    2,619,466

    Manuel A. Fernandez

    141,122,789

    1,523,570

    62,491

    2,619,466

    Laura Flanagan

    142,624,310

    13,440

    71,100

    2,619,466

    Matthew C. Flanigan

    142,610,838

    25,253

    72,759

    2,619,466

    Kimberly S. Grant

    137,084,201

    5,555,329

    69,320

    2,619,466

    George L. Holm

    141,401,119

    1,249,099

    58,632

    2,619,466

    Jeffrey M. Overly

    140,418,541

    2,230,337

    59,972

    2,619,466

    David V. Singer

    142,616,058

    21,393

    71,399

    2,619,466

    Randall N. Spratt

    142,608,840

    26,021

    73,989

    2,619,466

    Warren M. Thompson

    141,425,750

    1,210,267

    72,833

    2,619,466

     

     

    Proposal No. 2 – Ratification of Independent Registered Public Accounting Firm

    The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2026.

    Votes Cast For

    Votes Cast Against

    Abstentions

    Broker Non-Votes

    142,120,824

    3,136,428

    71,064

    N/A

    Proposal No. 3 – Advisory Vote on Named Executive Officer Compensation

    The Company’s stockholders approved, in a non-binding advisory vote, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.

    Votes Cast For

    Votes Cast Against

    Abstentions

    Broker Non-Votes

    140,233,233

    2,190,151

    285,466

    2,619,466

     


    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.

     

     

    PERFORMANCE FOOD GROUP COMPANY

     

     

     

    Date: November 19, 2025

     

    By:

    /s/ A. Brent King

     

     

    A. Brent King

     

     

    Executive Vice President, General Counsel and Secretary

     

     


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