bwld20150511_8k



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 7, 2015


BUFFALO WILD WINGS, INC.
(Exact name of registrant as specified in its charter)


Minnesota
000-24743
31-1455915
(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.

Buffalo Wild Wings, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 7, 2015. The following matters were voted upon by the shareholders:

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

Nominee
For
Withheld
Broker Non-Vote
Sally J. Smith
14,687,651
59,855
2,492,179
Dale M. Applequist
14,703,535
43,971
2,492,179
James M. Damian
14,714,381
33,125
2,492,179
Cynthia L. Davis
14,723,872
23,634
2,492,179
Michael P. Johnson
14,718,678
28,828
2,492,179
Warren E. Mack
13,417,780
1,329,726
2,492,179
J. Oliver Maggard
14,703,385
44,121
2,492,179
Jerry R. Rose
14,722,917
24,589
2,492,179

2.     A proposal to approve, on an advisory basis, the compensation of the Company’s executive officers as disclosed in the Company’s proxy statement distributed to shareholders in connection with the Annual Meeting. The proposal obtained advisory approval based on the following vote:

For
Against
Abstain
Broker Non-Vote
14,631,313
87,145
29,048
2,492,179

3.    A proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 27, 2015. The proposal obtained approval based on the following vote:

For
Against
Abstain
17,092,782
101,319
45,584







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/ Emily C. Decker    
Emily C. Decker
Vice President, General Counsel
    
    
Date: May 11, 2015