Cal-Maine Foods elects Letitia C. Hughes to board

Q: Which directors did CALM stockholders elect, and how many votes did they receive?

Stockholders elected Max P. Bowman with 19,168,441 votes for, Haley R. Fisackerly with 29,830,341, and Letitia C. Hughes with 11,188,368. They are Class II directors serving until the next annual meeting and until their successors are elected and qualified.

Stockholders approved named executive officer compensation on an advisory basis and ratified Frost, PLLC for fiscal 2027.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)How Sentiment works

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Form Type

8-K

Rhea-AI Filing Summary

Cal-Maine Foods, Inc. reported the results of its October 2, 2026 annual meeting, where stockholders elected Class II director nominees Max P. Bowman, Haley R. Fisackerly and Letitia C. Hughes to serve until the next annual meeting and until their successors are elected and qualified. Votes for the nominees were 19,168,441, 29,830,341 and 11,188,368, respectively. Votes withheld were 12,506,159 for Bowman, 1,844,259 for Fisackerly and 20,486,232 for Hughes.

Stockholders approved named executive officer compensation on an advisory basis, with 29,983,376 votes for, 1,594,133 against and 97,091 abstentions. They also ratified Frost, PLLC as the independent registered public accounting firm for fiscal 2027, with 37,115,381 votes for, 183,030 against and 65,495 abstentions.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Votes for Max P. Bowman: 19,168,441 votes Votes for Haley R. Fisackerly: 29,830,341 votes Votes for Letitia C. Hughes: 11,188,368 votes +2 more

5 metrics

Votes for Max P. Bowman 19,168,441 votes Class II director election at the October 2, 2026 annual meeting

Votes for Haley R. Fisackerly 29,830,341 votes Class II director election at the October 2, 2026 annual meeting

Votes for Letitia C. Hughes 11,188,368 votes Class II director election at the October 2, 2026 annual meeting

Votes for executive compensation proposal 29,983,376 votes Advisory approval at the October 2, 2026 annual meeting

Votes for auditor ratification 37,115,381 votes Ratification of Frost, PLLC for fiscal 2027

Key Terms

Class II Directors, advisory basis, Non-Votes, independent registered public accounting firm

4 terms

Class II Directors regulatory

"Election of Class II Directors"

advisory basis regulatory

"Approval, on an advisory basis, of the compensation"

Non-Votes regulatory

"Votes Withheld Non-Votes"

Non-votes are shares present at a shareholder meeting for which no affirmative or negative choice is recorded, either because the owner abstains or an intermediary lacks authority to cast a ballot. Think of it as people in a room who listen but don’t raise a hand; they reduce the number of active votes and can change whether a proposal meets the required approval threshold. Investors watch non-votes because they affect outcomes and signal shareholder disengagement.

independent registered public accounting firm regulatory

"Ratification of Frost, PLLC as the Company's independent registered public accounting firm"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Which directors did CALM stockholders elect, and how many votes did they receive?

Stockholders elected Max P. Bowman with 19,168,441 votes for, Haley R. Fisackerly with 29,830,341, and Letitia C. Hughes with 11,188,368. They are Class II directors serving until the next annual meeting and until their successors are elected and qualified.

Did CALM stockholders approve executive compensation and ratify the auditor?

Yes. Stockholders approved named executive officer compensation on an advisory basis, with 29,983,376 votes for. They ratified Frost, PLLC as the independent registered public accounting firm for fiscal 2027, with 37,115,381 votes for.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 04:00 PM Accepted by SEC EDGAR 10/02/2026 - 04:00 PM

UNITED

STATES

SECURITIES AND

EXCHANGE

COMMISSION

WASHINGTON,

DC 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13

or 15(d)

of the Securities

Exchange

Act

Date of Report

(Date of Earliest

Event

Reported):

October 2, 2026

Cal-Maine Foods, Inc.

(Exact name

of registrant

as specified

in its charter)

Delaware

001-38695

64-0500378

(State or

other jurisdiction

incorporation)

(Commission

File Number)

(IRS Employer

Identification

No.)

1052 Highland Colony Pkwy

Suite 200

Ridgeland

39157

(Address of

principal

executive

offices (zip code))

601

948-6813

(Registrant’s telephone number, including area code)

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

(see General Instruction

A.2 below):

☐

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

Common Stock, $0.01 par value per share

CALM

The

NASDAQ

Global

Select Market

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

☐

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.

☐

Item 5.07.

Submission of

Matters to

a Vote of Security

Holders.

The Company’s

Annual

Meeting of

Stockholders

was held on

October 2, 202

(the “Annual

Meeting”).

Proposal

No. 1:

Election of Class

II Directors.

The following

persons were

nominated

and elected to

serve as members

of the

Board

of Directors until our

annual

meeting of

stockholders

and

until their successors are

elected and

qualified.

Nominees

for the Board

of Directors

of the

Company:

Names

Votes

For

Votes

Withheld

Non-Votes

Max P. Bowman

19,168,441

12,506,159

5,689,306

Haley R.

Fisackerly

29,830,341

1,844,259

5,689,306

Letitia

C. Hughes

11,188,368

20,486,232

5,689,306

Proposal

No.

Approval,

advisory

basis,

the

compensation

our

named

executive

officers.

The

Company’s

stockholders

approved

the proposal

by the

following vote:

Votes

For

Votes

Against

Abstentions

Non-Votes

29,983,376

1,594,133

97,091

5,689,306

Proposal

No.

3: Ratification

of Frost,

PLLC

as the

Company’s

independent

registered

public accounting

firm for

fiscal

year 2027.

The Company’s

stockholders

approved

the proposal

by the

following vote:

Votes

For

Votes

Against

Abstentions

Non-Votes

37,115,381

183,030

65,495

N/A

Item 9.01.

Financial

Statements

and Exhibits

(d)

Exhibits

Exhibit

Number

Description

104

Cover Page

Interactive

Data File,

(embedded

within

the Inline

XBRL document)

SIGNATURES

Pursuant to

the requirements

for the Securities

Exchange

Act of 1934,

the registrant

has duly

caused

this report

to be signed

its behalf by the undersigned hereunto

duly authorized.

CAL-MAINE

FOODS,

INC.

Date:

October 2,

2026

By:

/s/ Max

P. Bowman

Max P. Bowman

Director, Vice

President, and

Chief Financial

Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Cal-Maine Foods elects Letitia C. Hughes to board

Rhea-AI Filing Summary

8-K Event Classification

Key Figures

Key Terms

FAQ

Which directors did CALM stockholders elect, and how many votes did they receive?

Did CALM stockholders approve executive compensation and ratify the auditor?

Filing Exhibits & Attachments

Other Documents

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