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): August 11, 2015
EL POLLO LOCO HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36556 | 20-3563182 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 3535 Harbor Blvd., Suite 100, Costa Mesa, California | 92626 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (714) 599-5000
N/A
(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)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On August 11, 2015, El Pollo Loco Holdings, Inc., held its 2015 annual meeting of stockholders. Of 38,263,873 shares of common stock outstanding and entitled to vote as of June 12, 2015, the record date for the annual meeting, 34,894,808 shares were present in person or represented by proxy, or 91%, constituting a quorum. At the annual meeting, stockholders elected each of two director nominees and ratified the appointment of BDO USA, LLP, as the registrant’s independent registered public accounting firm for 2015. A description of each proposal and its voting results is set forth below.
1. Election of directors
Proposal 1 was the election of two nominees to serve as Class I directors until the 2018 annual meeting or until their successors are duly elected and qualified. The result of the vote was as follows:
| Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Stephen J. Sather |
18,874,796 | 1,315,692 | 14,704,320 | |||||||||
| Michael G. Maselli |
18,425,716 | 1,764,772 | 14,704,320 | |||||||||
2. Ratification of accountant appointment
Proposal 2 was the ratification of the appointment of BDO USA, LLP, as the registrant’s independent registered public accounting firm for 2015. The result of the vote was as follows:
| Votes For |
Votes Against | Abstentions | ||||||
| 34,236,218 |
465,410 | 193,180 | ||||||
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SIGNATURES
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 hereunto duly authorized.
| El Pollo Loco Holdings, Inc. | ||||||
| (Registrant) | ||||||
| Date: August 13, 2015 | ||||||
| /s/ Laurance Roberts | ||||||
| Laurance Roberts | ||||||
| Chief Financial Officer | ||||||
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