Item 5.07 Submission of Matters to a Vote of Security Holders
(a) The annual meeting of shareholders (the "Meeting") ofNew York Community Bancorp, Inc. (the "Company") was held onWednesday, June 3, 2020 , virtually via webcast, pursuant to notice duly given. (b) At the close of business onApril 7, 2020 , the record date for the determination of shareholders entitled to vote at the Meeting, there were 463,958,344 shares of the Company's common stock, each share being entitled to vote, constituting all of the outstanding voting securities of the Company. (c) At the Meeting, the holders of 390,247,415 shares of the Company's common stock were represented in person or by proxy constituting a quorum. (d) The matters considered and voted on by the Company's shareholders at the Meeting, and the vote itself, were as follows: 1. The following individuals were elected as directors, each for a three-year term, by the following vote: Name Shares Voted For Shares Voted Against Abstentions Dominick Ciampa 206,609,601 81,368,534 2,112,562 Leslie Dunn 271,423,367 17,590,509 1,076,821 Lawrence Rosano, Jr. 231,546,919 57,423,296 1,120,482 Robert Wann 262,023,517 27,079,829 987,350 There were 100,156,718 broker non-votes on this proposal. 2. The appointment ofKPMG LLP as the independent registered public accounting firm of the Company for the fiscal year endingDecember 31, 2020 was ratified by the following vote:
Shares Voted For Shares Votes Against Abstentions
337,387,368 51,387,200 1,472,847 There were no broker non-votes on this proposal. 3. The results of the vote to approve, on a non-binding advisory basis, the compensation ofNew York Community Bancorp, Inc.'s Named Executive Officers were as follows: Shares Voted For Shares Voted Against Abstentions 243,948,490 43,847,007 2,295,200 There were 100,156,718 broker non-votes on this proposal.
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4. The results of the vote to amend the Amended and Restated Certificate of Incorporation and Bylaws of the Company in order to eliminate the supermajority voting requirements were as follows: Shares Voted For Shares Voted Against Abstentions 284,068,192 4,572,501 1,450,004 There were 100,156,718 broker non-votes on this proposal. 5. The results of the vote to approve theNew York Community Bancorp, Inc. 2020 Omnibus Incentive Plan were as follows: Shares Voted For Shares Voted Against Abstentions 270,823,713 17,200,976 2,066,007 There were 100,156,718 broker non-votes on this proposal.
6. The results of the vote to consider a shareholder proposal for Board action to eliminate the classified Board were as follows:
Shares Voted For Shares Voted Against Abstentions
238,022,035 42,527,088 9,541,574 There were 100,156,719 broker non-votes on this proposal. 7. The results of the vote to consider a shareholder proposal recommending the adoption of director age and term limits were as follows: Shares Voted For Shares Voted Against Abstentions 12,943,729 272,132,790 5,014,178 There were 100,156,718 broker non-votes on this proposal.
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