Texas Roadhouse Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On May 15, 2025, Texas Roadhouse, Inc., a Delaware corporation (the “Company”), held its Annual Meeting of Shareholders. The matters voted on by shareholders and the voting results are as follows:
| A. | Election of Directors. |
The nominees for the Company’s Board of Directors were elected as follows:
Name | For | Withheld | Abstain | Broker Non-Votes | Uncast | |||||
Jane Grote Abell | 53,745,348 | 588,490 | 99,088 | 5,662,062 | - | |||||
Michael A. Crawford | 52,854,200 | 1,497,372 | 81,354 | 5,662,062 | - | |||||
Donna E. Epps | 53,685,490 | 651,334 | 96,102 | 5,662,062 | - | |||||
Wayne L. Jones | 53,726,154 | 624,828 | 81,944 | 5,662,062 | - | |||||
Gregory N. Moore | 52,127,715 | 2,224,273 | 80,938 | 5,662,062 | - | |||||
Gerald L. Morgan | 53,822,477 | 528,252 | 82,197 | 5,662,062 | - | |||||
Curtis A. Warfield | 53,452,521 | 898,375 | 82,030 | 5,662,062 | - | |||||
Kathleen M. Widmer | 52,834,140 | 1,502,174 | 96,612 | 5,662,062 | - |
| B. | Ratification of the audit committee’s selection of KPMG LLP as the Company’s independent auditors for fiscal year 2025. |
The selection of KPMG LLP was ratified as follows:
For | Against | Abstain | Broker Non-Votes | Uncast | ||||
57,533,244 | 2,479,016 | 82,728 | - | - |
| C. | Advisory Vote on Executive Compensation. |
The compensation of the named executive officers was approved, on an advisory basis, as follows:
For | Against | Abstain | Broker Non-Votes | Uncast | ||||
51,057,259 | 3,270,198 | 104,869 | 5,662,062 | 600 |
D. | Advisory Vote on Shareholder Proposal Regarding the Adoption of a Policy Requiring the Disclosure of the Company’s Consolidated EEO-1 Report. |
The shareholder proposal regarding the adoption of a policy requiring the disclosure of the Company’s Consolidated EEO-1 Report was not approved, on an advisory basis, as follows:
For | Against | Abstain | Broker Non-Votes | Uncast | ||||
15,336,162 | 38,622,748 | 474,016 | 5,662,062 | - |
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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 thereunto duly authorized.
TEXAS ROADHOUSE, INC. | ||
Date: May 16, 2025 | By: | /s/ D. Christopher Monroe |
D. Christopher Monroe | ||
Chief Financial Officer | ||
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