Item 5.07. Submission of Matters to a Vote of Security Holders.
On
Each of the two proposals considered and voted on at the Special Meeting (as
described below) was approved by the requisite vote of the Company's
shareholders. For more information on each of these proposals, see the Company's
Definitive Proxy Statement for the Special Meeting of Shareholders filed by the
Company with the
There were 17,288,547 shares of the Company's common stock outstanding on the record date and entitled to vote at the Special Meeting and 12,791,768.26 shares were represented in-person, virtually or by proxy, which constituted a quorum to conduct business at the Special Meeting.
At the Special Meeting, the following proposals were considered and voted on, and the final voting results for each proposal are set forth below:
(1) To approve the Merger Agreement (the "Merger Agreement Proposal"): Votes For Votes Against Abstentions 12,741,529.15 17,153.10 1,055.00 (2) To approve, on an advisory (non-binding) basis, specified compensation that may become payable to the named executive officers of the Company in connection with the merger with Simmons. Votes For Votes Against Abstentions 10,151,893.93 2,394,269.18 213,574.13
Because the Merger Agreement Proposal was approved, a proposal to adjourn the Special Meeting to solicit additional proxies if there were insufficient votes at the time of the Special Meeting to approve the Merger Agreement Proposal was not needed and, therefore, no vote was taken on that proposal.
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