Chefs’ Warehouse (NASDAQ: CHEF) investors back board, auditor and pay
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The Chefs’ Warehouse, Inc. held its 2026 annual stockholder meeting on May 8, 2026, with 38,249,121 shares represented, or 93.79% of the 40,777,629 shares outstanding and entitled to vote. Stockholders elected eight directors, each to serve until the 2027 annual meeting and until a successor is elected and qualified.
Stockholders also ratified the selection of BDO USA, P.C. as the independent registered public accounting firm for the fiscal year ending December 25, 2026. In addition, they approved, on a non-binding advisory basis, the compensation of the company’s named executive officers as described in the March 25, 2026 proxy statement.
Positive
- None.
Negative
- None.
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, and exhibit attachments filed with this report.
Key Figures
Shares represented at meeting: 38,249,121 shares
Shares outstanding entitled to vote: 40,777,629 shares
Turnout percentage: 93.79%
+4 more
7 metrics
Shares represented at meeting
38,249,121 shares
Present or represented by proxy at 2026 annual meeting
Shares outstanding entitled to vote
40,777,629 shares
Common stock outstanding and entitled to vote as of record date
Turnout percentage
93.79%
Percent of outstanding common stock represented at 2026 annual meeting
Votes for auditor ratification
37,557,752 shares
For ratifying BDO USA, P.C. as 2026 independent registered public accounting firm
Say-on-pay votes for
18,756,222 shares
For non-binding advisory approval of named executive officer compensation
Say-on-pay votes against
18,005,962 shares
Against non-binding advisory approval of named executive officer compensation
Votes for Christopher Pappas
36,542,465 shares
For election as director at 2026 annual meeting
Key Terms
broker non-votes, independent registered public accounting firm, non-binding, advisory basis, emerging growth company
4 terms
broker non-votes financial
"Nominee | For | Against | Abstain | Broker Non-Votes"
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 financial
"the selection of BDO USA, P.C. 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.
non-binding, advisory basis financial
"approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
emerging growth company financial
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
FAQ
Which directors were elected at The Chefs’ Warehouse (CHEF) 2026 annual meeting?
Stockholders elected eight directors: Steven F. Goldstone, Aylwin Lewis, Lester Owens, Christopher Pappas, John Pappas, Richard N. Peretz, Debra Walton-Ruskin, and Wendy M. Weinstein. Each will serve until the 2027 annual meeting and until a successor is elected and qualified.
Was the auditor for The Chefs’ Warehouse (CHEF) ratified for 2026?
Yes. Stockholders ratified BDO USA, P.C. as the independent registered public accounting firm for the fiscal year ending December 25, 2026. The vote was 37,557,752 shares for, 629,523 against, and 61,846 abstentions, with no broker non-votes reported.
Did any director of The Chefs’ Warehouse (CHEF) decline to stand for reelection in 2026?
Yes. Ivy Brown did not stand for reelection at the 2026 annual meeting. Her board seat will remain vacant until the board identifies a new director or decides to reduce the size of the board, as previously disclosed by the company.
What were the broker non-vote levels at The Chefs’ Warehouse (CHEF) 2026 meeting?
Broker non-votes totaled 1,424,006 shares on the director elections and on the advisory vote on executive compensation. There were no broker non-votes for ratification of the independent registered public accounting firm, which is typically considered a routine matter.