Item 5.07 Submission of Matters to a Vote of Security Holders
Proposal No. 1: The Proposal to Approve the Merger.
As previously reported, on
At the Special Meeting, the Company's stockholders voted on and approved a proposal to approve the merger. The proposal was approved, having received "for" votes from holders of a majority of the outstanding Shares entitled to vote on such proposal. The final voting results on this proposal were as follows:
FOR AGAINST ABSTENTIONS 41,131,169 19,263 78,831
Proposal No. 2: The Non-Binding Compensation Advisory Proposal.
At the Special Meeting, the Company's stockholders voted on and approved a proposal to approve, on a non-binding,advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the merger. The non-binding compensation advisory proposal was approved, having received "for" votes from holders of a majority of the votes cast at the Special Meeting via the virtual meeting website or represented by proxy. The final voting results on this proposal were as follows:
FOR AGAINST ABSTENTIONS 32,251,741 8,847,338 130,184
Proposal No. 3: Authority to Adjourn the Special Meeting.
Because stockholders holding at least a majority of Shares outstanding and entitled to vote at the close of business on the Record Date approved the proposal to approve the merger, the vote was not called on the proposal to adjourn the Special Meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to approve the merger if there had been insufficient votes at the time of the Special Meeting to approve the merger.
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