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): December 13, 2016

CABELA’S INCORPORATED
(Exact name of registrant as specified in its charter)


Delaware
1-32227
20-0486586
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)


One Cabela Drive, Sidney, Nebraska              69160
     (Address of principal executive offices)                         (Zip Code)


Registrant’s telephone number, including area code: (308) 254-5505


Not applicable
(Former name or former address, if changed since last report)

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):

[ ] 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))








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

The Annual Meeting of Shareholders of Cabela’s Incorporated (the “Company”) was held on December 13, 2016. Shareholders voted on the matters set forth below.

1.
Election of Directors: The ten nominees for election to the Company’s Board of Directors were elected, each for a one-year term, based upon the following votes:

Nominee
For
Against
Abstain
Broker Non-Votes
Theodore M. Armstrong
48,493,078
1,033,596
34,777
8,561,536
James W. Cabela
48,926,088
617,172
18,191
8,561,536
John H. Edmondson
47,932,402
1,592,721
36,328
8,561,536
Dennis Highby
48,863,973
676,666
20,812
8,561,536
Michael R. McCarthy
47,892,224
1,325,862
343,365
8,561,536
Thomas L. Millner
48,322,200
1,216,479
22,772
8,561,536
Donna M. Milrod
48,359,884
931,800
269,767
8,561,536
Beth M. Pritchard
47,978,139
1,549,226
34,086
8,561,536
Peter S. Swinburn
48,356,568
920,959
283,924
8,561,536
James F. Wright
44,572,126
4,706,745
282,580
8,561,536

2.
Ratification of Appointment of Independent Registered Public Accounting Firm: The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2016 was approved based upon the following votes:

For
Against
Abstain
Broker Non-Votes
57,647,181
460,054
15,752
-0-

3.
Advisory Vote on Executive Compensation (Say on Pay): The advisory vote on executive compensation was approved based upon the following votes:

For
Against
Abstain
Broker Non-Votes
48,082,772
1,416,390
62,289
8,561,536






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.
                            
 
 
 
CABELA’S INCORPORATED
 
 
 
 
Dated:
December 14, 2016
By:
/s/ Ralph W. Castner
 
 
 
Ralph W. Castner
 
 
 
Executive Vice President and Chief Financial Officer