UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 16, 2026
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
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| (Address of principal executive offices) | ||||||||
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| (Former name or former address, if changed since last report) | ||||||||
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:
| 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)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 o
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. o
Item 5.07. Submission of Matters to a Vote of Security Holders.
On September 16, 2026, Lamb Weston Holdings, Inc. held our annual meeting of stockholders in Eagle, Idaho. A total of 115,548,380 shares of our common stock, or approximately 84.0% of our outstanding shares of common stock, were represented in person or by proxy at the annual meeting. The final voting results for each of the matters submitted to a stockholder vote at the annual meeting are set forth below:
1.Our stockholders elected eleven directors to each serve a one-year term on our Board of Directors until our 2027 annual meeting of stockholders or until his or her successor has been duly chosen and qualified, based on the following voting results:
| Director | For | Against | Abstain | Broker Non-Votes | |||||||||||||||||||
| Bradley A. Alford | 98,084,764 | 3,370,254 | 126,429 | 13,966,933 | |||||||||||||||||||
| Peter J. Bensen | 98,985,321 | 2,480,731 | 115,395 | 13,966,933 | |||||||||||||||||||
| Jan E.B. Craps | 99,520,309 | 1,934,726 | 126,412 | 13,966,933 | |||||||||||||||||||
| André J. Hawaux | 100,524,200 | 936,850 | 120,397 | 13,966,933 | |||||||||||||||||||
| Ruth Kimmelshue | 100,308,908 | 903,569 | 368,970 | 13,966,933 | |||||||||||||||||||
| Lawrence E. Kurzius | 95,489,312 | 5,960,946 | 131,189 | 13,966,933 | |||||||||||||||||||
| Timothy R. McLevish | 100,707,983 | 763,992 | 109,472 | 13,966,933 | |||||||||||||||||||
| Hala G. Moddelmog | 95,054,442 | 6,397,311 | 129,694 | 13,966,933 | |||||||||||||||||||
| Scott Ostfeld | 100,238,136 | 1,232,812 | 110,499 | 13,966,933 | |||||||||||||||||||
| Norman Prestage | 100,764,308 | 701,847 | 115,292 | 13,966,933 | |||||||||||||||||||
| Michael J. Smith | 100,732,867 | 737,099 | 111,481 | 13,966,933 | |||||||||||||||||||
2.Our stockholders approved the advisory proposal for our fiscal 2026 executive compensation, based on the following voting results:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 88,699,819 | 12,622,260 | 259,368 | 13,966,933 | |||||||||||||||||
3.Our stockholders approved the Lamb Weston Holdings, Inc. 2026 Equity and Incentive Compensation Plan, based on the following voting results:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 94,846,976 | 6,503,853 | 230,618 | 13,966,933 | |||||||||||||||||
4. Our stockholders ratified the selection of KPMG LLP as our independent auditors for the fiscal year ending May 30, 2027, based on the following voting results:
| For | Against | Abstain | ||||||||||||
| 114,782,467 | 655,783 | 110,130 | ||||||||||||
SIGNATURES
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.
| LAMB WESTON HOLDINGS, INC. | ||||||||
| By: | /s/ Eryk J. Spytek | |||||||
| Name: Eryk J. Spytek | ||||||||
| Title: General Counsel and Chief Compliance Officer | ||||||||
| Date: September 16, 2026 | ||||||||