---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-005840"
form_type: "8-K"
ticker: "SMPL"
cik: "0001702744"
company_name: "Simply Good Foods Co"
filed_at: "2024-01-23T23:59:59+00:00"
generated_at: "2026-06-06T20:07:31.622595+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.2
confidence: "low"
source: SEC EDGAR
---

# Simply Good Foods holds 2024 annual meeting; shareholders approve charter amendment and elect directors

## Summary
- All 12 director nominees elected; votes ranged from 86.1M to 93.6M for, non-votes of 1.18M.
- Ratification of Deloitte & Touche as FY2024 auditor approved (95.3M for, ~10K against).
- Fourth Amended and Restated Certificate of Incorporation approved (83.7M for, 10.4M against).
- Advisory say-on-pay executive compensation approved (92.3M for, 1.8M against).
- Specific amendments to certificate not detailed in 8-K; see Exhibit 3.1 for full text.

## SEC filing metadata
- accession: 0001104659-24-005840
- form_type: 8-K
- ticker: SMPL
- cik: 0001702744
- company_name: Simply Good Foods Co
- filed_at: 2024-01-23T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.2
- confidence: low
- sec_items: 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/tm243731d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-005840
- JSON: https://secwatch.observer/filing/0001104659-24-005840.json
- Plain text: https://secwatch.observer/filing/0001104659-24-005840.txt

## Key facts
- Governance Changes
  Simply Good Foods Co: Filed Fourth Amended and Restated Certificate of Incorporation following stockholder approval at the 2024 annual meeting (effective 2023-01-23).
  - Change: charter amendment
  - Effective: 2023-01-23
  source text: On January 23, 2023, the Company filed a Fourth Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware to effect the amendments approved by the Company’s stockholders at the Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm
- Shareholder Votes
  Simply Good Foods Co shareholders approved The advisory vote to approve the compensation of the Company’s named executive officers at the 2024-01-18 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: Proposal 4 . The advisory vote to approve the compensation of the Company’s named executive officers: For Against Abstain Non-votes 92,321,485 1,797,600 16,866 1,175,177
  evidence_url: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm
- Shareholder Votes
  Simply Good Foods Co shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2024 at the 2024-01-18 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: Proposal 2 . Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2024: For Against Abstain Non-votes 95,287,715 10,567 12,846 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm
- Shareholder Votes
  Simply Good Foods Co shareholders approved The approval of the adoption of the Fourth Amended and Restated Certificate of Incorporation of The Simply Good Foods Company at the 2024-01-18 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: Proposal 3 . The approval of the adoption of the Fourth Amended and Restated Certificate of Incorporation of The Simply Good Foods Company in the form attached as Annex II to the Proxy Statement. For Against Abstain Non-votes 83,737,113 10,363,208 35,630 1,175,177
  evidence_url: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm
- Shareholder Votes
  Simply Good Foods Co shareholders approved Election of 12 director nominees to serve until the 2025 annual meeting of stockholders at the 2024-01-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: Proposal 1 . Election of 12 director nominees to serve until the 2025 annual meeting of stockholders and thereafter until their successors are duly elected and qualified: For Withheld Non-votes Clayton C. Daley, Jr. 93,252,381 883,570 1,175,177
  evidence_url: https://www.sec.gov/Archives/edgar/data/1702744/000110465924005840/0001104659-24-005840-index.htm

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