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.