--- schema_version: "secwatch.filing_event.v1" accession: "0000046080-23-000044" form_type: "8-K" ticker: "HAS" cik: "0000046080" company_name: "HASBRO, INC." filed_at: "2023-05-22T23:59:59+00:00" generated_at: "2026-06-14T18:42:23.426379+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.25 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Hasbro shareholders elect all 11 director nominees, approve say-on-pay and stock plan amendment ## Summary - All 11 director nominees elected; highest vote for Christian Cocks (99.4% for), lowest for Lisa Gersh (92.1% for). - Say-on-pay approved with 102M for vs 9.5M against (91.5% support). - Advisory vote on frequency: 90.2% favored annual vote; Board intends to hold annual vote. - Amendments to Restated 2003 Stock Incentive Performance Plan approved with 105M for (94.2%). - KPMG ratified as independent auditor for FY2023 with 114M for (93.7%). ## SEC filing metadata - accession: 0000046080-23-000044 - form_type: 8-K - ticker: HAS - cik: 0000046080 - company_name: HASBRO, INC. - filed_at: 2023-05-22T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.25 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/has-20230518.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000046080-23-000044 - JSON: https://secwatch.observer/filing/0000046080-23-000044.json - Plain text: https://secwatch.observer/filing/0000046080-23-000044.txt ## Key facts - Shareholder Votes HASBRO, INC. shareholders approved Advisory Vote on the Frequency of the Shareholder Vote to Approve the Compensation of the Company’s Named Executive Officers at the 2023-05-18 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-18 source text: Proposal 3 – Advisory Vote on the Frequency of the Shareholder Vote to Approve the Compensation of the Company’s Named Executive Officers Shareholders approved, on an advisory basis, having the shareholder vote on the compensation for the Company’s Named Executive Officers annually (every one year), as opposed to every two years or every three years. The voting results for this proposal were as follows: 1 Year 2 Years 3 Years Abstained Broker Non-Votes 109,010,497 75,142 2,535,755 74,876 10,081,436 evidence_url: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm - Shareholder Votes HASBRO, INC. shareholders approved Election of Directors at the 2023-05-18 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-18 source text: Proposal 1 – Election of Directors Shareholders elected the Company’s eleven (11) nominees to serve as directors on the Company’s Board of Directors until the 2024 annual meeting of shareholders, and until their successors are duly elected and qualified, or until their earlier death, resignation or removal. The voting results for this proposal were as follows: Company Nominees For Against Abstain Broker Non-Votes Michael R. Burns 109,522,030 2,041,981 132,259 10,081,436 Hope F. Cochran 108,285,689 2,142,618 1,267,963 10,081,436 Christian P. Cocks 110,911,904 660,177 124,189 10,081,436 Lisa Gersh 102,784,911 8,753,570 157,789 10,081,436 Elizabeth Hamren 110,235,037 1,289,952 171,281 10,081,436 Blake Jorgensen 110,627,162 890,513 178,595 10,081,436 Tracy A. Leinbach 105,330,286 6,191,521 174,463 10,081,436 Laurel J. Richie 108,890,634 2,634,972 170,664 10,081,436 Richard S. Stoddart 110,141,926 1,399,550 154,794 10,081,436 Mary Beth West 109,599,159 1,970,657 126,454 10,081,436 Linda Zec evidence_url: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm - Shareholder Votes HASBRO, INC. shareholders approved Ratification of the Selection of Independent Registered Public Accounting Firm at the 2023-05-18 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-18 source text: Proposal 5 – Ratification of the Selection of Independent Registered Public Accounting Firm Shareholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year 2023. The voting results for this proposal were as follows: For Against Abstained 114,044,251 7,642,060 91,395 evidence_url: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm - Shareholder Votes HASBRO, INC. shareholders approved Approve Amendments to the Company’s 2003 Stock Incentive Performance Plan at the 2023-05-18 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-05-18 source text: Proposal 4 –Approve Amendments to the Company’s 2003 Stock Incentive Performance Plan Shareholders approved the amendments to the Company’s Restated 2003 Stock Incentive Performance Plan, as such amendments are described in the Proxy. The voting results for this proposal were as follows: For Against Abstain Broker Non-Votes 105,090,078 6,421,293 184,899 10,081,436 evidence_url: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm - Shareholder Votes HASBRO, INC. shareholders approved Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers at the 2023-05-18 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-18 source text: Proposal 2 – Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as such compensation is disclosed in the “Compensation Discussion and Analysis” and “Executive Compensation” sections in the Proxy. The voting results for this proposal were as follows: For Against Abstained Broker Non-Votes 102,067,277 9,484,857 144,136 10,081,436 evidence_url: https://www.sec.gov/Archives/edgar/data/46080/000004608023000044/0000046080-23-000044-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.