PRESS RELEASE
0000088121false00000881212020-03-252020-03-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

April 27, 2020

Seaboard Corporation

(Exact name of registrant as specified in its charter)

Delaware

1-3390

04-2260388

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation)

File Number)

Identification No.)

9000 West 67th Street, Merriam, Kansas

66202

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number including area code

(913) 676-8800

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock :schemaRef xlink:.00 Par Value

SEB

NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.07 Submission of Matters to a Vote of Security Holders

Seaboard Corporation held its annual meeting of stockholders on April 27, 2020 in Merriam, Kansas. Four items were submitted to a vote as described in Seaboard’s Proxy Statement dated March 13, 2020.  The following tables briefly describe the proposals and results of the stockholders’ votes.

Votes in

Votes

Favor

Withheld

1. Election of the following persons as directors:

Steven J. Bresky

1,050,521

64,956

David A. Adamsen

1,094,138

21,339

Douglas W. Baena

1,106,950

8,527

Edward I. Shifman, Jr.

1,104,383

11,094

Paul M. Squires

1,047,806

67,671

Votes in

Votes

Votes

Favor

Against

Abstaining

2. Ratification and approval of the selection of KPMG LLP

1,141,481

1,128

1,669

as independent auditors for 2020.

Votes in

Votes

Votes

Favor

Against

Abstaining

3.  Approval, on an advisory basis, of the compensation of Seaboard’s

1,107,313

5,062

3,102

Named Executive Officers, including the disclosure in the

Compensation Discussion and Analysis section, the tabular disclosure

regarding such compensation and the accompanying narrative

disclosures set forth in such proxy statement.

Votes in

Votes

Votes

Favor

Against

Abstaining

4. Stockholder proposal requesting that Seaboard Corporation amend

166,771

945,403

3,303

governing documents to remove the plurality of vote standard for

uncontested director elections.

There were 28,801 broker non-votes each with respect to the election of directors, approval of executive compensation and proposal that a plurality of vote standard is removed for uncontested directors.

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: April 28, 2020

Seaboard Corporation

(Registrant)

By:

/s/ Robert L. Steer

Robert L. Steer, Executive Vice President,

Chief Financial Officer

3

v3.20.1
Document and Entity Information
Mar. 25, 2020
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Apr. 27, 2020
Entity File Number 1-3390
Entity Registrant Name Seaboard Corporation
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 04-2260388
Entity Address, Address Line One 9000 West 67th Street
Entity Address, State or Province KS
Entity Address, City or Town Merriam
Entity Address, Postal Zip Code 66202
City Area Code 913
Local Phone Number 676-8800
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock $1.00 Par Value
Trading Symbol SEB
Security Exchange Name NYSEAMER
Entity Emerging Growth Company false
Entity Central Index Key 0000088121
Amendment Flag false