The Duckhorn Portfolio Inc.

01/24/2024 | Press release | Distributed by Public on 01/24/2024 15:09

Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 19, 2024, The Duckhorn Portfolio Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). A total of 110,585,277 shares were present or represented by proxy at the Annual Meeting, representing approximately 95.85% of all shares entitled to vote at the Annual Meeting. The stockholders voted on the matters presented at the Annual Meeting, and the shares present, in person or by proxy, were voted as follows:

1.Election of Directors
Proposal No. 1 was the election of two nominees to serve as Class III directors of the Company, each for a term of three years until the Company's 2027 annual meeting of stockholders. The results of the vote were as follows:
Nominee Votes For Votes Against Abstentions Broker Non-Votes
Charles Esserman 86,393,955 22,602,939 21,825 1,566,558
Michelle Gloeckler 88,173,478 20,076,027 769,214 1,566,558

Pursuant to the foregoing votes, the two nominees listed above were elected to serve on the Company's Board of Directors. There were no additional director nominations brought before the meeting.

2.Ratification of the Appointment of PricewaterhouseCoopers LLP ("PwC") as the Company's Independent Registered Public Accounting Firm
Proposal No. 2 was the ratification of the appointment of PwC as the Company's independent registered public accounting firm for the fiscal year ending July 31, 2024. The results of the vote were as follows:
Votes For Votes Against Abstentions
108,683,056 1,872,796 29,425

Pursuant to the foregoing vote, the ratification of PwC as the Company's independent registered public accounting firm for the fiscal year ending July 31, 2024 was approved.

3.Advisory Vote to Approve the Compensation of Named Executive Officers
Proposal No. 3 was the approval, on an advisory basis, of the compensation of the Company's named executive officers. The results of the vote were as follows:
Votes For Votes Against Abstentions Broker Non-Votes
97,163,938 10,936,394 918,387 1,566,558

Pursuant to the foregoing vote, the stockholders adopted a non-binding resolution indicating their approval of the compensation of the Company's named executive officers.