UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders
Charles River Laboratories International, Inc. (the "Company") held its Annual Meeting of Shareholders on May 8, 2024. For more information on the following proposals, see the Company’s proxy statement dated March 29, 2024. At the Company’s Annual Meeting, the following proposals were adopted by the votes specified below:
(a) The following eleven (11) directors were elected to serve until our 2025 Annual Meeting of Shareholders and received the number of votes listed opposite each of their names below:
| Number of Shares Voted For | Number of Shares Voted Against | Number of Shares Abstained | Broker Non-Votes | |||||||||||
| James C. Foster | 43,667,281 | 2,380,275 | 140,644 | 2,038,517 | ||||||||||
| Nancy C. Andrews | 45,474,179 | 688,931 | 25,090 | 2,038,517 | ||||||||||
| Robert J. Bertolini | 44,599,861 | 1,562,940 | 25,399 | 2,038,517 | ||||||||||
| Reshema Kemps-Polanco | 46,096,094 | 66,865 | 25,241 | 2,038,517 | ||||||||||
| Deborah T. Kochevar | 43,252,303 | 2,910,578 | 25,319 | 2,038,517 | ||||||||||
| George Llado, Sr. | 45,449,038 | 713,929 | 25,233 | 2,038,517 | ||||||||||
| Martin W. Mackay | 39,753,364 | 6,409,765 | 25,071 | 2,038,517 | ||||||||||
| George E. Massaro | 43,532,473 | 2,629,967 | 25,760 | 2,038,517 | ||||||||||
| Craig B. Thompson | 46,041,753 | 121,233 | 25,214 | 2,038,517 | ||||||||||
| Richard F. Wallman | 44,122,023 | 2,040,680 | 25,497 | 2,038,517 | ||||||||||
| Virginia M. Wilson | 45,342,311 | 820,481 | 25,408 | 2,038,517 | ||||||||||
(b) The shareholders approved, on an advisory, non-binding basis, the compensation of our named executive officers.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 43,833,503 | 2,299,362 | 55,335 | 2,038,517 | ||||||||
(c) The shareholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for fiscal 2024.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 45,612,837 | 2,586,704 | 27,176 | 0 | ||||||||
(e) The shareholders did not approve the shareholder proposal submitted by PETA to publish a report on non-human primates imported by the Company.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 11,428,432 | 34,538,572 | 221,196 | 2,038,517 | ||||||||
Computershare Trust Company, N.A., our transfer agent, acted as independent proxy tabulator and Inspector of Election at the Annual Meeting of Shareholders.
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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.
| CHARLES RIVER LABORATORIES INTERNATIONAL, INC. | |||||||||||
| Date: | May 10, 2024 | By: | /s/ Matthew L. Daniel | ||||||||
| Matthew L. Daniel, Corporate Senior Vice President, | |||||||||||
| General Counsel, Corporate Secretary & Chief Compliance Officer | |||||||||||
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