UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 13, 2022
MISSION PRODUCE, INC.
(Exact name of Registrant as specified in its charter)
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| Delaware | 001-39561 | 95-3847744 | ||||||||||||
(State or Other Jurisdiction of Incorporation or Organization) | (Commission file number) | (IRS Employer Identification No.) | ||||||||||||
2710 Camino Del Sol, Oxnard, California | 93030 | |||||||||||||
(Address of Principal Executive Offices) | (Zip code) | |||||||||||||
Registrant’s telephone number, including area code: (805) 981-3650 | ||||||||||||||
| (Former name or former address, if changed since last report.) | ||||||||||||||
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, par value $0.001 per share | AVO | NASDAQ Global Select Market | ||||||||||||
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 (see General Instruction A.2. below):
| ☐ | 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)) | ||||
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.
On April 13, 2022, Mission Produce, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”), virtually on the Internet. A total of 48,332,334 shares of the Company’s common stock, representing approximately 68% of the 70,631,525 shares outstanding and entitled to vote as of the February 18, 2022 record date for the Annual Meeting, were represented, constituting a quorum.
Stockholders were asked to vote on three (3) proposals set forth in our Proxy Statement dated February 28, 2022, which was filed with the Securities and Exchange Commission. The results of the voting at the Annual Meeting are set forth below:
Proposal 1— Election of Directors
| Shares Voted | |||||||||||
| Director Nominee | For | Withheld | Broker Non-Votes | ||||||||
| Luis A. Gonzalez | 33,888,936 | 4,932,460 | 9,510,938 | ||||||||
| Bruce C. Taylor | 33,601,642 | 5,219,754 | 9,510,938 | ||||||||
| Shaunte D. Mears-Watkins | 36,574,154 | 2,247,242 | 9,510,938 | ||||||||
Proposal 2 — Advisory vote on the frequency of advisory votes to approve executive compensation
Shares Voted | ||||||||||||||
One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||||||||
38,777,779 | 21,490 | 4,623 | 17,504 | 9,510,938 | ||||||||||
Proposal 3 — Ratification of the selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2022
| Shares Voted | ||||||||
| For | Against | Abstain | ||||||
| 48,310,235 | 14,254 | 7,845 | ||||||
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 hereunto duly authorized.
| MISSION PRODUCE, INC. | ||
| /s/ Joanne C. Wu | ||
| Joanne C. Wu | ||
| General Counsel and Secretary | ||
Date: April 14, 2022