Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2020 Annual Meeting of Shareholders (the "Annual Meeting") of
Proposal 1: To elect Ms.
For Against Abstain Broker Non-Votes Kate D. Mitchell 292,899,016 6,985,090 146,016 12,057,439 Mitchell P. Rales 275,132,052 24,763,912 134,158 12,057,439 Steven M. Rales 288,017,402 11,877,659 135,061 12,057,439 Jeannine Sargent 295,468,126 4,425,218 136,778 12,057,439 Alan G. Spoon 268,307,577 30,960,045 762,500 12,057,439
Proposal 2: To ratify the selection of
For 307,506,287 Against 1,374,338 Abstain 3,206,936
Proposal 3: To approve on an advisory basis the Company's named executive officer compensation. The proposal was approved by a vote of the stockholders as follows:
For 289,957,967 Against 9,837,564 Abstain 234,591 Broker Non-Votes 12,057,439
Proposal 4: To approve the Company's Amended and Restated Certificate of Incorporation, as amended and restated to eliminate the supermajority voting requirements applicable to shares of common stock. The proposal was not approved by the requisite vote of stockholders:
For 260,964,386 Against 3,670,554 Abstain 35,395,182 Broker Non-Votes 12,057,439 2
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