---
schema_version: "secwatch.filing_event.v1"
accession: "0001320695-25-000085"
form_type: "8-K"
ticker: null
cik: "0001320695"
company_name: "TreeHouse Foods, Inc."
filed_at: "2025-04-30T23:59:59+00:00"
generated_at: "2026-05-23T02:05:09.270627+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.25
confidence: "high"
source: SEC EDGAR
---

# TreeHouse Foods shareholders approve officer exculpation amendment, elect directors

## Summary
- Amendment to limit officer liability approved: 43.8M for, 2.5M against.
- All six director nominees elected with at least 45.4M votes each.
- Advisory vote on executive compensation passed: 45.2M for, 1.0M against.
- Ratification of Deloitte & Touche as FY2025 auditor approved: 47.7M for.
- Shareholder proposal for simple majority vote passed: 46.1M for, 0.2M against.

## SEC filing metadata
- accession: 0001320695-25-000085
- form_type: 8-K
- cik: 0001320695
- company_name: TreeHouse Foods, Inc.
- filed_at: 2025-04-30T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.25
- confidence: high
- sec_items: 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1320695/000132069525000085/0001320695-25-000085-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1320695/000132069525000085/ths-20250424.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001320695-25-000085
- JSON: https://secwatch.observer/filing/0001320695-25-000085.json
- Plain text: https://secwatch.observer/filing/0001320695-25-000085.txt

## Key facts
- Governance Changes
  TreeHouse Foods, Inc.: Approved amendment to Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law (effective 2025-04-24).
  - Change: charter amendment
  - Effective: 2025-04-24
  source text: As disclosed in Proposal 4 of the definitive proxy statement of TreeHouse Foods, Inc. (the “Company”) filed with the Securities and Exchange Commission on March 13, 2025 in connection with the 2025 Annual Meeting of the Company’s stockholders, the Board of Directors approved an amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation to provide exculpation from liability for certain Company officers in certain circumstances as permitted by Delaware law, subject to stockholder approval at the Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1320695/000132069525000085/0001320695-25-000085-index.htm

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