Item 5.07 Submission of Matters to a Vote of Security Holders.

We held our 2020 Annual Meeting of Stockholders on May 22, 2020.

At the meeting, stockholders voted on the following matters:



       (1)    the election to our Board of Directors of the 12 nominees for
              director named in the proxy statement;




  (2) an advisory vote to approve executive compensation (the "say-on-pay" vote);




       (3)    an amendment to our employee stock purchase plan increasing the
              number of shares available for issuance;




       (4)    ratification of the appointment of Ernst & Young LLP as our
              independent registered public accounting firm for 2020;




       (5)    a stockholder proposal entitled "Special Shareholder Meeting
              Improvement;" and




       (6)    a stockholder proposal with respect to amendment of our compensation
              clawback policy.





The results of this voting were as follows:

Election of Directors



                          For        Against     Abstain    Broker
                                                           Non-Vote

Robert S. Murley 81,911,340 440,226 36,476 3,370,785 Cindy J. Miller 81,804,974 550,923 32,145 3,370,785 Brian P. Anderson 62,558,009 19,793,465 36,568 3,370,785 Lynn D. Bleil 81,300,725 1,049,955 37,362 3,370,785 Thomas F. Chen 81,896,096 453,210 38,736 3,370,785 J. Joel Hackney, Jr. 81,983,706 366,832 37,504 3,370,785 Veronica M. Hagen 71,011,317 11,340,069 36,656 3,370,785 Stephen C. Hooley 71,123,157 11,226,599 38,286 3,370,785 James J. Martel 82,003,692 343,489 40,861 3,370,785 Kay G. Priestly 71,049,780 11,265,967 72,295 3,370,785 James L. Welch 82,005,142 341,668 41,232 3,370,785 Mike S. Zafirovski 80,638,908 1,711,279 37,855 3,370,785

Approval of Executive Compensation (the say-on-pay vote)



                                    Broker
   For        Against    Abstain   Non-Vote
77,145,256   5,140,626   102,160   3,370,785



Approval of an Amendment to the Employee Stock Purchase Plan



                                  Broker
   For       Against   Abstain   Non-Vote
82,211,130   145,869   31,043    3,370,785



--------------------------------------------------------------------------------

Ratification of Appointment of Ernst & Young LLP



                                    Broker
   For        Against    Abstain   Non-Vote
82,901,598   2,803,263   53,966       0



Stockholder Proposal Entitled "Special Shareholder Meeting Improvement"



                                     Broker
   For        Against     Abstain   Non-Vote
36,866,453   45,282,992   238,597   3,370,785





Stockholder Proposal With Respect to Amendment of Clawback Policy



                                       Broker
   For        Against      Abstain    Non-Vote
43,735,116   36,563,220   2,089,706   3,370,785

© Edgar Online, source Glimpses