CDI - Churchill Downs Incorporated

04/23/2024 | Press release | Distributed by Public on 04/23/2024 14:36

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

Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2024 Annual Meeting held April 23, 2024, the Churchill Downs Incorporated (the "Company") shareholders:
(1) elected three (3) Class I Directors to terms of three (3) years each;
(2) ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2024; and
(3) approved, on an advisory basis, the compensation of the named executive officers, as disclosed in the proxy statement, pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the Summary Compensation Table and the other related tables and disclosures in the proxy statement.
Set forth below are the number of votes cast with respect to each of the matters submitted for vote at the meeting.
(1) Election of Class I Directors for a three year term
Nominee For Withheld Broker Non-Votes
William C. Carstanjen 61,082,260 1,588,404 5,623,367
Karole F. Lloyd 58,207,129 4,621,581 5,465,321
Paul C. Varga 61,321,823 2,039,040 4,933,168
(2) Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for fiscal year 2024
For Against Abstentions Broker Non-Votes
67,165,079 577,226 551,726 -
(3) Approval, on an advisory basis, of the compensation of the Company's named executive officers
For Against Abstentions Broker Non-Votes
61,668,283 1,547,436 145,139 4,933,173