Portillo's Inc.

06/13/2025 | Press release | Distributed by Public on 06/13/2025 12:06

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 10, 2025, Portillo's Inc. (NASDAQ:PTLO) (the "Company") held its 2025 Annual Meeting of Shareholders (the "Annual Meeting"). At the close of business on April 11, 2025,the record date for determination of shareholders entitled to vote at the Annual Meeting, there were 63,906,346 shares of Class A common stock outstanding and entitled to vote and 10,732,800 shares of Class B common stock outstanding and entitled to vote.
At the Annual Meeting, the Company's shareholders (i) elected eight directors to serve until the Company's next annual meeting in 2026, or until their successors have been duly elected and qualified; (ii) approved, on an advisory basis, the compensation of the Company's Named Executive Officers; (iii) ratified the appointment of Deloitte & Touche LLP as the Company's independent auditor for fiscal year 2025; and (iv) voted upon and rejected a shareholder proposal regarding stockholders' ability to call special stockholder meetings.
The final results are as follows:
Director Election Proposal For Withhold Broker Non-Votes
Michael Osanloo 53,583,458 754,503 12,199,912
Ann Bordelon 53,663,955 674,006 12,199,912
Paulette R. Dodson 53,266,614 1,071,347 12,199,912
Noah Glass 53,730,994 606,967 12,199,912
Gerard J. Hart 53,645,893 692,068 12,199,912
Jack Hartung
53,910,305 427,656 12,199,912
Joshua A. Lutzker 53,210,076 1,127,885 12,199,912
Michael A. Miles Jr. 53,191,892 1,146,069 12,199,912
Say on Pay Proposal For Against Abstain Broker Non-Votes
Ratification of the approval, on an advisory basis, of the compensation for our NEOs 51,681,890 2,492,248 163,823 12,199,912
Auditor Ratification Proposal For Against Abstain
Ratification of Deloitte & Touche LLP as independent auditor for fiscal year 2025
64,077,086 2,230,502 230,285
Shareholder Proposal
For Against Abstain Broker Non-Votes
Stockholders' ability to call special stockholder meetings
25,822,072 28,335,737 180,152 12,199,912
As previously reported by the Company, on April 28, 2025, the Company announced that it entered into a cooperation agreement with Engaged Capital, LLC. See the Company's Current Report on form 8-K filed with the Securities and Exchange Commission on April 28, 2025.
Portillo's Inc. published this content on June 13, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on June 13, 2025 at 18:06 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at support@pubt.io