---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-059409"
form_type: "8-K"
ticker: "JBSS"
cik: "0000880117"
company_name: "SANFILIPPO JOHN B & SON INC"
filed_at: "2023-11-06T23:59:59+00:00"
generated_at: "2026-06-08T21:42:33.221141+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.2
confidence: "high"
source: SEC EDGAR
---

# Stockholders approve 2023 Omnibus Incentive Plan authorizing 747,065 shares

## Summary
- 2023 Omnibus Incentive Plan approved by stockholders (33.4M for, 246k against).
- Plan authorizes 747,065 shares for restricted stock, options, performance units, and other awards.
- All director nominees elected; Common Stock directors: Lieberman, Romero, Taaffe.
- Advisory vote on executive compensation approved (33.2M for); frequency set at every 1 year.
- PricewaterhouseCoopers ratified as auditor for fiscal 2024 with 34.1M votes for.

## SEC filing metadata
- accession: 0000950170-23-059409
- form_type: 8-K
- ticker: JBSS
- cik: 0000880117
- company_name: SANFILIPPO JOHN B & SON INC
- filed_at: 2023-11-06T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.2
- confidence: high
- sec_items: 5.02, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/jbss-20231102.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-059409
- JSON: https://secwatch.observer/filing/0000950170-23-059409.json
- Plain text: https://secwatch.observer/filing/0000950170-23-059409.txt

## Key facts
- Shareholder Votes
  SANFILIPPO JOHN B & SON INC shareholders approved Ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year 2024 at the 2023-11-02 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-11-02
  source text: The Audit Committee’s appointment of PricewaterhouseCoopers LLP as the Registrant’s independent registered public accounting firm for the 2024 fiscal year was ratified by the following vote (with Common Stock and Class A Common Stock stockholders voting together): For Against Abstain Broker Non-Votes PricewaterhouseCoopers LLP 34,064,933 117,673 7,167 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm
- Shareholder Votes
  SANFILIPPO JOHN B & SON INC shareholders approved Advisory vote on executive compensation at the 2023-11-02 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-11-02
  source text: The advisory vote on executive compensation was approved by the following vote (with Common Stock and Class A Common Stock stockholders voting together): For Against Abstain Broker Non-Votes Advisory vote on executive compensation 33,196,966 406,349 77,352 509,106
  evidence_url: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm
- Shareholder Votes
  SANFILIPPO JOHN B & SON INC shareholders approved Election of Directors at the 2023-11-02 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-11-02
  source text: The following directors were elected at the Annual Meeting and the voting for each director was as follows (with Common Stock and Class A Common Stock stockholders voting separately): Nominee For Withhold Broker Non-Votes Common Stock Directors and Voting Results: Pamela Forbes Lieberman 4,636,365 3,067,337 511,811 Mercedes Romero 5,171,071 2,532,631 511,811 Ellen C. Taaffe 5,094,153 2,609,549 511,811 Class A Common Stock Directors and Voting Results: James J. Sanfilippo 2,597,426 0 0 Jasper B. Sanfilippo, Jr. 2,597,426 0 0 Jeffrey T. Sanfilippo 2,597,426 0 0 John E. Sanfilippo 2,597,426 0 0 Lisa A. Sanfilippo 2,597,426 0 0 James A. Valentine 2,597,426 0 0 Michael J. Valentine 2,597,426 0 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm
- Shareholder Votes
  SANFILIPPO JOHN B & SON INC shareholders approved Advisory vote on the frequency of the advisory vote on executive compensation at the 2023-11-02 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-11-02
  source text: The advisory vote on the frequency of the advisory vote on executive compensation was as follows (with Common Stock and Class A Common Stock stockholders voting together): 1 Year 2 Years 3 Years Abstain Broker Non-Votes Frequency of the advisory vote on executive compensation 33,198,820 2,834 391,276 87,737 509,106
  evidence_url: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm
- Shareholder Votes
  SANFILIPPO JOHN B & SON INC shareholders approved Approval of the John B. Sanfilippo & Son, Inc. 2023 Omnibus Incentive Plan at the 2023-11-02 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-11-02
  source text: The Omnibus Incentive Plan was approved by the following vote (with Common Stock and Class A Common Stock stockholders voting together): For Against Abstain Broker Non-Votes Approval of the Omnibus Plan 33,423,785 246,348 10,534 509,106
  evidence_url: https://www.sec.gov/Archives/edgar/data/880117/000095017023059409/0000950170-23-059409-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
