Cheesecake Factory stockholders approve 2026 proposals
The Cheesecake Factory Incorporated reported the results of its 2026 annual stockholders’ meeting held on May 28, 2026.
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Form Type
8-K
Rhea-AI Filing Summary
The Cheesecake Factory Incorporated reported the results of its 2026 annual stockholders’ meeting held on May 28, 2026. Stockholders elected all eight director nominees, including David Overton and Janice L. Meyer, each receiving over 34 million votes in favor with several million broker non-votes recorded.
Stockholders also ratified the selection of KPMG LLP as independent registered public accounting firm for fiscal year 2026, with 43,129,227 votes for, 466,633 against, and 14,866 abstentions. In addition, a non-binding advisory vote approved executive compensation, with 37,666,375 votes for, 211,834 against, and 24,220 abstentions, plus 5,708,297 broker non-votes.
8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Auditor ratification - For: 43,129,227 shares
Auditor ratification - Against: 466,633 shares
Say-on-pay - For: 37,666,375 shares
+4 more
7 metrics
Auditor ratification - For
43,129,227 shares
Votes for KPMG LLP as 2026 independent auditor
Auditor ratification - Against
466,633 shares
Votes against KPMG LLP as 2026 independent auditor
Say-on-pay - For
37,666,375 shares
Non-binding advisory vote approving executive compensation
Say-on-pay - Against
211,834 shares
Non-binding advisory vote opposing executive compensation
Director Overton - For
37,279,010 shares
Votes for election of director David Overton
Director Meyer - For
37,840,005 shares
Votes for election of director Janice L. Meyer
Broker non-votes (directors)
5,708,297 shares
Broker non-votes on each director election proposal
Key Terms
broker non-votes, independent registered public accounting firm, non-binding, advisory basis, named executive officers, +1 more
5 terms
broker non-votes financial
"Broker Non-Votes | --------------------------------------------------------------- | 37,666,375 |"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm regulatory
"ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-binding, advisory basis regulatory
"The stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.
named executive officers financial
"the compensation of the Company’s named executive officers as disclosed pursuant to the compensation disclosure rules"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
annual meeting of stockholders regulatory
"the annual meeting of stockholders held on May 28, 2026 are as follows"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Cheesecake Factory (CAKE) stockholders decide at the 2026 annual meeting?
Stockholders elected all eight director nominees, ratified KPMG LLP as the 2026 independent auditor, and approved executive compensation on a non-binding basis. Each proposal received strong support, with director elections and say-on-pay drawing more than 37 million favorable votes.
Which auditor did Cheesecake Factory (CAKE) stockholders ratify for fiscal 2026?
Stockholders ratified KPMG LLP as the independent registered public accounting firm for fiscal year 2026. The vote was 43,129,227 shares for, 466,633 against, and 14,866 abstentions, with no broker non-votes reported on this proposal.
How did Cheesecake Factory (CAKE) stockholders vote on executive compensation in 2026?
Stockholders approved the company’s named executive officer compensation on a non-binding advisory basis. The vote totaled 37,666,375 shares for, 211,834 against, and 24,220 abstentions, along with 5,708,297 broker non-votes recorded on this say-on-pay proposal.
Were Cheesecake Factory (CAKE) director nominees elected at the 2026 annual meeting?
All eight director nominees, including David Overton and Janice L. Meyer, were elected for terms expiring at the 2027 annual meeting. Each nominee received at least 34,878,570 votes for, with varying levels of votes against, abstentions, and over 5.7 million broker non-votes.
Did Cheesecake Factory (CAKE) stockholders vote on any matters besides directors in 2026?
Yes. In addition to electing directors, stockholders voted on ratifying KPMG LLP as the 2026 auditor and a non-binding advisory resolution on executive compensation. No other matters were submitted for stockholder action at the 2026 annual meeting.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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