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 of 1934
Date of Report (Date of earliest event reported): June 8, 2017
ZOE'S KITCHEN, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)
 
001-36411
(Commission File Number)
 
51-0653504
(I.R.S. Employer
Identification No.)

5760 State Highway 121, Suite 250
Plano, Texas 75024
(Address of principal executive offices)
Registrant’s telephone number, including area code: (214) 436-8765

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 5.07     Submission of Matters to a Vote of Security Holders.

We held our annual meeting of stockholders on June 8, 2017. At the annual meeting, stockholders voted (1) in favor of the re-election of one incumbent director, Kevin Miles, to our Board of Directors, (2) in favor of the ratification of the appointment of Deloitte & Touche LLP (“Deloitte”) as our independent registered public accounting firm for 2017, and (3) in favor of the adoption, on an advisory basis, of a resolution approving the compensation of the Company's named executive officers in the Proxy Statement. The final voting results were as follows:

(1) Election of Directors

Nominee
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
Kevin Miles
 
13,683,986
 
448,385
 
27,966
 
4,179,262

(2) Ratification of the appointment of Deloitte as our independent registered public accounting firm for 2017.

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
17,872,775
 
86,665
 
15,120
 

(3) Adoption, on an advisory basis, of executive compensation of the named executive officers.

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
13,529,527
 
608,260
 
22,550
 
4,179,262






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.


ZOE'S KITCHEN, INC.

Date: June 9, 2017

By:
/s/ Michael Todd
 
Name: Michael Todd
 
Title: General Counsel and Secretary



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