Willamette Valley Vineyards 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
Annual Meeting of Shareholders
The 2023 Annual Meeting of Shareholders (the “Annual Meeting”) of Willamette Valley Vineyards, Inc. (the “Company”) was held virtually on July 15, 2023 from Turner, Oregon. A total of 3,608,684 shares of Common Stock, representing approximately 72.7% of the shares outstanding and eligible to vote and constituting a quorum, were represented in person or by valid proxies at the Annual Meeting. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:
Proposal 1 – Election of Directors:
All of the nominees for director were elected to serve until the Company’s Annual Meeting in the indicated years with the respective votes set forth opposite their names:
| Year | Votes Cast For | Votes Witheld | ||||||
| Term | % of | % of | ||||||
| Nominees for Director | Ends | Number | Votes Cast | Number | Votes Cast | |||
| James W. Bernau | 2026 | 2,766,130 | 92.58% | 221,748 | 7.42% | |||
| Sean M. Cary | 2026 | 2,233,789 | 74.76% | 754,089 | 25.24% | |||
Proposal 2 – Ratification of Appointment of Independent Auditors:
The shareholders ratified the appointment of Moss Adams LLP as independent auditors for the 2023 fiscal year by the votes set forth in the following table:
| Votes Cast For | Votes Cast Against | Abstain | |||||||
| % of | % of | % of | Broker | ||||||
| Number | Votes Cast | Number | Votes Cast | Number | Votes Cast | Non-Votes | |||
| 3,586,697 | 99.39% | 5,414 | 0.15% | 16,573 | 0.46% | 0 | |||
Proposal 3–Advisory (Non-Binding) Approval of Company’s Executive Compensation:
The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s Proxy Statement, by the votes set forth in the following table:
| Votes Cast For | Votes Cast Against | Abstain | |||||||
| % of | % of | % of | Broker | ||||||
| Number | Votes Cast | Number | Votes Cast | Number | Votes Cast | Non-Votes | |||
| 2,713,065 | 90.80% | 244,983 | 8.20% | 29,830 | 1.00% | 620,806 | |||
Proposal 4–Advisory (Non-Binding) Approval on the Frequency of Advisory Votes on the Company’s Executive Compensation:
The Company’s shareholders approved, on an advisory basis, a three year frequency period, as disclosed in the Company’s Proxy Statement, by the votes set forth in the following table:
| Votes Cast For 1 Year | Votes Cast For 2 Years | Votes Cast For 3 Years | |||||||
| % of | % of | % of | |||||||
| Number | Votes Cast | Number | Votes Cast | Number | Votes Cast | Abstain | |||
| 1,124,340 | 38.17% | 116,642 | 3.96% | 1,704,498 | 57.87% | 42,398 | |||
Based on the recommendation of the Company’s board of directors in the Company’s 2023 proxy statement and the voting results with respect to the advisory vote on the frequency of future advisory votes on executive compensation, the Company has adopted a policy to hold an advisory vote on executive compensation every three years.
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.
| WILLAMETTE VALLEY VINEYARDS, INC. | |||
| Date: July 18, 2023 | By: | /s/ JAMES W. BERNAU | |
| James W. Bernau | |||
| President | |||