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):   May 6, 2010

 

BUFFALO WILD WINGS, INC.

(Exact name of registrant as specified in its charter)

 

Minnesota

 

000-24743

 

31-1455913

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

5500 Wayzata Boulevard, Suite 1600

Minneapolis, Minnesota

 

55416

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code   952-593-9943

 

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):

 

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.

 

At the Annual Meeting of Shareholders held on May 6, 2010, the shareholders voted on the following:

 

1.             Proposal to elect members of the Board of Directors, thereby setting the number of members of the Board of Directors at seven.  The following directors were elected based on the votes listed below:

 

Nominee

 

For

 

Withheld

 

Broker Non-Vote

 

Sally J. Smith

 

12,737,187

 

399,199

 

3,130,383

 

Dale M. Applequist

 

12,727,289

 

409,097

 

3,130,383

 

Robert W. MacDonald

 

13,036,152

 

100,234

 

3,130,383

 

Warren E. Mack

 

12,671,057

 

464,329

 

3,130,383

 

J. Oliver Maggard

 

12,736,984

 

399,402

 

3,130,383

 

Michael P. Johnson

 

13,034,875

 

101,511

 

3,130,383

 

James M. Damian

 

13,037,289

 

99,097

 

3,130,383

 

 

2.             Proposal to ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 26, 2010. The proposal passed on a vote of 15,857,426 in favor, 333,004 against, 76,339 abstentions and 3,130,383 broker non-votes.

 

3.             Shareholder proposal to encourage the Board of Directors to require that the Company’s suppliers change processing methods within five years.  The proposal was not approved and received a vote of 484,449 in favor, 8,804,678 against, 3,847,259 abstentions and 3,130,383 broker non-votes.

 

As of the close of business on the record date for the meeting, which was March 12, 2010, there were 18,149,146 shares of common stock outstanding and entitled to vote at the meeting. Each share of common stock was entitled to one vote per share.

 

2



 

SIGNATURE

 

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.

 

 

BUFFALO WILD WINGS, INC.

 

 

 

By

/s/ James M. Schmidt

 

 

James M. Schmidt, Executive Vice President, General Counsel and Secretary

 

 

Date:  May 10, 2010

 

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