01—Abstract
Summary
Summary of the 8-K filed May 20, 2025. Cited figures are marked; the original filing is the authoritative source.
Yum!
Brands, Inc. reported in this Form 8-K, filed May 20, 2025, the results of its annual meeting of shareholders held May 15, 2025. Shareholders approved the adoption of the YUM! Brands, Inc. 2025 Long Term Incentive Plan (the "LTIP").
The plan's terms are set forth in the proxy statement dated April 4, 2025, and the filing incorporates that description by reference. The LTIP received 212,761,346 votes for, 7,788,853 votes against, 527,804 abstentions and 25,435,310 broker non-votes. At the meeting, shareholders also voted on the election of twelve directors, the ratification of KPMG LLP as independent auditor for 2025, and a non-binding advisory vote on named executive officer compensation.
KPMG's ratification received 231,162,848 votes for, 15,017,365 against and 333,100 abstentions. The say-on-pay proposal received 199,751,600 votes for, 19,238,724 against and 2,087,679 abstentions. Brian C.
Cornell drew the largest number of votes against among the director nominees, at 36,928,355. Three shareholder proposals were not approved. They covered a policy on the use of antimicrobials in food-producing animals, a report on faith-based employee resource groups, and workplace safety policies and practices.
Each proposal received substantially more votes against than for. The filing lists the LTIP as Exhibit 10.1, incorporated by reference to Appendix A of the proxy statement, and includes the cover page interactive data file as Exhibit 104.
02—Key points
Key Highlights
- Shareholders approved the YUM! Brands, Inc. 2025 Long Term Incentive Plan at the May 15, 2025 annual meeting, with 212,761,346 votes for and 7,788,853 against.
- KPMG LLP was ratified as independent auditor for 2025 with 231,162,848 votes for and 15,017,365 against.
- The non-binding advisory vote on named executive officer compensation received 199,751,600 votes for and 19,238,724 against.
- Twelve directors were listed for election, with Brian C. Cornell receiving 183,916,404 votes for and 36,928,355 against.
- Three shareholder proposals were not approved: antimicrobial use in food-producing animals, a faith-based employee resource groups report, and workplace safety policies and practices.
- The LTIP terms are detailed in the April 4, 2025 proxy statement and incorporated into this filing by reference.
03—Questions
Frequently Asked Questions
What did shareholders approve at the May 15, 2025 annual meeting?
Shareholders approved the YUM! Brands, Inc. 2025 Long Term Incentive Plan, ratified KPMG LLP as independent auditor for 2025, and approved on a non-binding advisory basis the compensation of the named executive officers. The LTIP received 212,761,346 votes for and 7,788,853 against.
What is the 2025 Long Term Incentive Plan and where are its terms described?
The 2025 Long Term Incentive Plan is a compensation plan that shareholders approved at the annual meeting. Its terms are set forth in the proxy statement dated April 4, 2025, in the section titled "Proposal to Approve the Company's 2025 Long Term Incentive Plan," and a copy is filed as Exhibit 10.1 by reference to Appendix A of that proxy statement.
Did any shareholder proposals pass?
No. Three shareholder proposals were not approved: a policy on the use of antimicrobials in food-producing animals (27,219,468 for, 190,061,134 against), a report on faith-based employee resource groups (2,128,464 for, 215,825,753 against), and workplace safety policies and practices (41,222,226 for, 176,584,124 against).
How much opposition was there to the director nominees?
Votes against individual nominees ranged from 420,838 for Tanya L. Domier to 36,928,355 for Brian C. Cornell. Brian C. Cornell had the most votes against, while Mirian M. Graddick-Weir and Thomas C. Nelson each had more than 10,000,000 votes against.
04—Continue