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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)

 

October 5, 2022

 

BRIDGFORD FOODS CORPORATION

(Exact name of registrant as specified in its charter)

 

California   000-02396   95-1778176

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1308 N. Patt Street, Anaheim, CA   92801
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (714) 526-5533

 

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   BRID   Nasdaq Global Market

 

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

 

The Company held its annual meeting of shareholders on Wednesday, October 5, 2022, as a virtual meeting online via live audio webcast at which the matters set forth below were submitted to a vote of stockholders. Shareholders representing 8,557,510, or 94%, of the 9,076,832 shares entitled to vote were voted virtually or by proxy. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. At the Annual Meeting, management Proposals 1 and 2 were approved. The proposals below are described in detail in the Company’s definitive proxy statement dated September 11, 2022, for the Annual Meeting.

 

The results are as follows:

 

Proposal 1

 

The following persons were nominated and elected directors to serve for a one-year term expiring at the annual meeting of shareholders in 2022:

 

  William L. Bridgford   Allan Bridgford Sr.   Todd C. Andrews   Raymond F. Lancy    
  Keith A. Ross   Mary Schott   D. Gregory Scott   John V. Simmons    

 

The shareholder voting for board members is summarized as follows:

 

Director  Votes For   Votes Withheld   Broker Non-Votes 
William L. Bridgford   7,468,626    342,642    746,242 
Allan Bridgford Sr.   7,464,045    347,223    746,242 
Todd C. Andrews   7,720,947    90,321    746,242 
Raymond F. Lancy   7,356,722    454,546    746,242 
Keith A. Ross   7,464,045    347,223    746,242 
Mary Schott   7,740,629    70,639    746,242 
D. Gregory Scott   7,735,946    75,322    746,242 
John V. Simmons   7,468,626    342,642    746,242 

 

Proposal 2

 

Votes cast for appointment of Baker Tilly US, LLP as the independent registered public accounting firm for the Company for the fiscal year ending October 28, 2022, were as follows:

 

8,550,905 FOR

4,614 AGAINST

1,991 ABSTAINED

 

 

 

 

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.

 

  BRIDGFORD FOODS CORPORATION
   
October 7, 2022 By: /s/ Raymond F. Lancy
    Raymond F. Lancy
    Principal Financial Officer