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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

Date of Report (Date of Earliest Event Reported): May 4, 2021
__________________________________________________________________________________________________________
FRESH DEL MONTE PRODUCE INC.
(Exact Name of Registrant as Specified in Charter)
__________________________________________________________________________________________________________
Cayman Islands 333-07708 N/A
(State or Other Jurisdiction of
Incorporation)
(Commission file number) (I.R.S. Employer Identification No.)

c/o Intertrust Corporate Services (Cayman) Limited
190 Elgin Avenue
George Town, Grand Cayman, KY1-9005
Cayman Islands
(Address of Registrant's Principal Executive Office)
(305) 520-8400
(Registrant’s telephone number including area code)
Please send copies of notices and communications from the Securities and Exchange Commission to:
c/o Del Monte Fresh Produce Company
241 Sevilla Avenue
Coral Gables, Florida  33134
(Address of Registrant's U.S. Executive Office)

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:
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Ordinary Shares, $0.01 Par Value Per Share FDP New York Stock Exchange



Item 5.07 – Submission of Matters to a Vote of Security Holders
 
    On May 4, 2021, Fresh Del Monte Produce Inc. ("the Company") held its virtual Annual General Meeting of Shareholders (the "Annual Meeting").  A total of 45,555,811 Ordinary Shares, or 96% of the Ordinary Shares issued and outstanding as of the March 10, 2021 record date, was represented at the meeting virtually or by proxy.  The proposals presented at the Annual Meeting are described in detail in the Company’s proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 23, 2021.  The results were as follows:
 
Proposal 1
 
The shareholders approved the election of three director nominees for a three-year term expiring at the 2024 Annual General Meeting of Shareholders and one director nominee for a two-year term expiring at the 2023 Annual General Meeting of Shareholders.
Directors For Against Abstain Broker Non-Votes
Mohammad Abu-Ghazaleh 35,355,265  9,008,179  3,783  1,188,584 
Ahmad Abu-Ghazaleh 34,596,103  9,766,727  4,397  1,188,584 
Kristen Colber-Baker 44,144,951  218,602  3,674  1,188,584 
Lori Tauber Marcus 44,145,635  218,218  3,374  1,188,584 
 
Proposal 2
 
The shareholders approved the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2021 fiscal year.

For 45,208,372  99.24  %
Against 345,304  0.76  %
Abstain 2,135  — 

Proposal 3
 
The shareholders approved, by non-binding, advisory vote, the compensation of our named executive officers in 2020.

For 41,723,790  94.04  %
Against 2,598,282  5.86  %
Abstain 45,154  0.10  %
Broker Non-Votes 1,188,584  — 

Proposal 4

The proposal to approve and adopt the Second Amended and Restated Memorandum and Articles of Association did not receive the required votes for approval.

For 23,431,026  51.44  %
Against 22,114,397  48.54  %
Abstain 10,387  0.02  %




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.

Fresh Del Monte Produce Inc.
 
 
 
 
Date: May 6, 2021 By: /s/ Eduardo Bezerra
Eduardo Bezerra
Senior Vice President &
Chief Financial Officer


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