Biglari Holdings Inc.

04/18/2024 | Press release | Distributed by Public on 04/18/2024 15:22

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 April 17, 2024, Biglari Holdings Inc. (the "Company") held its Annual Meeting of Shareholders (the "Meeting"). The total number of shares of the Company's Class A common stock voted in person or by proxy at the Meeting was 195,712, representing approximately 95% of the 206,864 shares outstanding and entitled to vote at the Meeting. The matters voted on by shareholders and the number of votes cast for, against or withheld, as well as abstentions and broker non-votes, if applicable, with respect to each matter is set forth below.

Proposal 1.To elect the nominees listed below as directors of the Company:

For Withheld
Sardar Biglari 163,353 21,478
Philip L. Cooley 161,179 23,652
Kenneth R. Cooper 162,190 22,641
John G. Cardwell 162,345 22,486
Ruth J. Person 162,039 22,792


There were 10,881 broker non-votes with respect to the election of directors.

Proposal 2.To ratify the selection by the Audit Committee of the Board of Directors of the Company of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024:


193,897 1,754 61
For Against Abstentions

Proposal 3.To approve The Accountability Board, Inc. shareholder proposal.

2,161 167,587 15,083
For Against Abstentions

There were 10,881 broker non-votes with respect to the shareholder proposal.