UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

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Seaboard Corporation

(Exact name of registrant as specified in its charter)

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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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 24, 2023, Seaboard Corporation (the “Company”) promoted Barbara M. Smith, age 42, who has been serving, on an interim basis, as the Company’s Corporate Controller and Principal Accounting Officer since March 2023, to the position of the Company’s Vice President, Corporate Controller and Principal Accounting Officer, with such appointment being effective immediately. Ms. Smith previously served as the Company’s Corporate Assistant Controller from May 2015 to March 2023. Ms. Smith is a licensed certified public accountant.

Item 5.07 Submission of Matters to a Vote of Security Holders

The Company held its annual meeting of stockholders on April 24, 2023 in Overland Park, Kansas. Four items were submitted to a vote as described in the Company’s Proxy Statement filed March 10, 2023. The following briefly describes the proposals and results of the stockholders’ votes.

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There were 18,496 broker non-votes with respect to the election of directors and the vote to approve the compensation and the frequency of stockholder advisory votes on compensation. There were 0 broker non-votes with respect to the selection of independent auditors.

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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 thereunto duly authorized.

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