Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2020 Annual Meeting of Stockholders of Rent-A-Center, Inc. (the "Company")
was held on June 2, 2020. At the meeting, the Company's stockholders voted on
four matters: (1) the re-election of three Class II directors nominated by the
Company's board of directors, (2) the ratification of the Audit & Risk
Committee's selection of Ernst & Young LLP as the Company's independent
registered public accounting firm for the year ending December 31, 2020, (3) the
advisory vote on the compensation of the named executive officers of the Company
for the year ended December 31, 2019, as set forth in the Company's proxy
statement filed with the Securities and Exchange Commission on April 23, 2020,
and (4) the advisory vote on the frequency of future advisory votes on executive
compensation. The final voting results for each proposal are set forth below.
Proposal One: Having received more than a majority of votes cast at the meeting,
each of the individuals named below was elected to a three-year term as a Class
II director:
Nominee Votes For Votes Against Abstentions Broker Non-Votes
Jeffrey J. Brown 45,048,627 1,386,183 2,585 5,256,936
Mitchell E. Fadel 46,244,728 189,091 3,576 5,256,936
Christopher B. Hetrick 45,202,153 1,216,950 18,292 5,256,936
The terms of office of the following directors of the Company continued after
the 2020 Annual Meeting of Stockholders:
Michael J. Gade
Glenn P. Marino
Carol A. McFate
Harold Lewis
Proposal Two: The selection of Ernst & Young LLP as the Company's independent
registered public accounting firm for the year ending December 31, 2020 was
ratified with voting on the proposal as follows:
Votes For Votes Against Abstentions
50,521,320 90,956 1,082,055
Proposal Three: The compensation of the named executive officers of the Company
for the year ended December 31, 2019 was approved, on an advisory basis, as
follows:
Votes For Votes Against Abstentions Borker Non-Votes
44,943,322 1,441,052 53,021 5,256,936
Proposal Four: The frequency of future advisory votes on executive compensation
voted for by stockholders, on an advisory basis, was every one year, as follows:
1 Year 2 Years 3 Years Abstentions Broker Non-Votes
45,226,955 14,420 1,152,131 43,889 5,256,936
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