Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders ("Annual Meeting") of the Company was held on August 18, 2020. At the Annual Meeting, the Company's shareholders voted on each of the matters described below. Approximately 32,260,056 shares (representing 96.91% of total shares outstanding and entitled to vote) were present at the Annual Meeting either in person or by proxy.

1. The Company's shareholders elected four directors to Class 1 of the Board of Directors to serve a two-year term, until their successors have been elected and qualified at the 2022 annual meeting of shareholders. The number of shares that (i) voted for the election of each director and (ii) withheld authority to vote for each director, as well as the number of broker non-votes, are set forth in the table below.





Nominee             Votes For        Votes Withheld      Broker Non-Votes
John L. Auerbach     27,381,079            3,939,534               939,443
Donald Glickman      21,858,115            9,462,498               939,443
Lindsay N. Hyde      27,522,598            3,798,015               939,443
Leah C. Johnson      26,842,592            4,478,021               939,443


2. The Company's shareholders voted to approve, on an advisory basis, the compensation paid to the Company's named executive officers. The number of shares that voted for or against, or that abstained from voting on, the compensation paid to the Company's named executive officers, as well as the number of broker non-votes, are set forth in the table below.





Votes For     Votes Against       Abstentions      Broker Non-Votes
27,317,303         3,902,021           101,289               939,443

3. The Company's shareholders ratified the re-appointment of PricewaterhouseCoopers, LLP as the Company's independent registered public accounting firm for the fiscal year ending March 27, 2021 . The number of shares that voted for or against, or that abstained from voting for, the ratification of the re-appointment of PricewaterhouseCoopers, LLP are summarized in the table below.





Votes For     Votes Against       Abstentions
31,395,516           860,481             4,059


Item 8.01 Voluntary Disclosure of Other Events

On August 18, 2020, the Board of Directors declared a quarterly cash dividend of $.22 per share for the second quarter of the Company's 2021 fiscal year, ending March 27, 2021. The dividend is payable on September 8, 2020 to shareholders of record as of August 24, 2020, including shares of common stock to which the holders of the Company's Class C Convertible Preferred Stock are entitled. A copy of the press release announcing the quarterly cash dividend is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits






(a)        Not applicable.
(b)        Not applicable.
           The following is a list of exhibits furnished with this Current Report
(c)        on Form 8-K:




Exhibit
  No.       Description

99.1          Press release announcing the quarterly cash dividend, dated
            August 18, 2020.

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses