Conagra Brands Reports Annual Meeting Voting Results

What Happened Conagra Brands, Inc. (CAG) filed an 8-K on Sept. 28, 2026 reporting final voting results from its Annual Meeting held on Sept. 23, 2026. Shareholders elected all 11 director nominees to serve until the 2027 annual meeting, ratified KPMG LLP as auditor for fiscal 2027, approved the company’s executive compensation (Say-on-Pay) on a non‑binding basis, and approved a shareholder proposal limiting the board’s authority to issue “blank-check” preferred stock.

Key Details

• Director elections: all 11 nominees elected. Selected tallies (For / Against / Abstain; broker non-votes 92,362,465 for all):
  • Anil Arora: 280,919,021 / 9,792,536 / 1,236,675
  • John P. Brase: 287,111,779 / 3,576,016 / 1,260,437
  • Ruth Ann Marshall: 270,590,628 / 20,106,283 / 1,251,321
  • Pietro Satriano: 287,447,181 / 3,222,628 / 1,278,423
    (full list of 11 nominees reported in the filing)
• Say-on-Pay (advisory): For 146,934,886; Against 142,473,328; Abstain 2,540,018; Broker non-votes 92,362,465.
• Auditor ratification: KPMG LLP reappointed for fiscal 2027 — For 374,109,142; Against 8,902,178; Abstain 1,299,377.
• Shareholder proposal to limit issuance of “blank‑check” preferred stock: Approved — For 178,684,044; Against 110,924,886; Abstain 2,339,302; Broker non-votes 92,362,465.

Why It Matters

• Board continuity: All incumbent nominees were re-elected, so governance continuity is maintained heading into fiscal 2027.
• Shareholder sentiment on pay: The Say-on-Pay vote passed but was relatively close (roughly 147M For vs 142M Against), signaling material shareholder concern about executive compensation that the company may need to address.
• Governance change approved: The shareholder proposal restricting “blank‑check” preferred stock passed, which limits the board’s flexibility to issue such shares and is a notable corporate governance shift.
• Auditor confirmation: Reappointing KPMG provides continuity in financial oversight for fiscal 2027.

Filed by Conagra Brands and signed by Carey Bartell, Executive VP, General Counsel and Corporate Secretary.