Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed in a Current Report on Form 8-K filed on
On
(i) Mr.
(ii) Ms.
(iii) the Company's Chief Operating Officer, at such time as the position has
been filled, can receive up to a maximum of an additional
On
Item 5.07 Submission of Matters to a Vote of Security Holders.
On
1. Election of Directors
All of the following five nominees were elected to the Company's Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successors have been duly elected and have qualified.
Nominee For Withheld Barrett Mooney 11,583,118 3,202,810 Grant Begley (1)(2)(3) 13,127,492 1,658,436 Luisa Ingargiola (1)(2)(3) 12,204,167 2,581,761 Thomas Gardner (1)(2)(3) 12,514,705 2,271,223 Brandon Torres Declet 11,646,228 3,139,700 (1) Member of the audit committee. (2) Member of the compensation committee. (3) Member of the nominating and corporate governance committee. 2
2. Advisory Vote on Compensation of Named Executive Officers
Shareholders have approved, on an advisory basis, the compensation of the Company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including, the compensation tables and accompanying narrative discussion set forth in the Proxy Statement, in accordance with the voting results listed below:
For Against Abstain Broker Non-Vote 12,492,725 747,074 1,546,129 19,169,342
3. Increase the number of shares of Common Stock authorized for issuance under the Company's 2017 Omnibus Stock Incentive Plan to 10,000,000.
Shareholders approved the increase in the authorized shares under the Company's 2017 Omnibus Stock Incentive Plan, in accordance with the voting results listed below.
For Against Abstain Broker Non-Votes 10,165,471 3,136,663 1,483,794 19,169,342
4. Ratification of the Company's Independent Auditors
Shareholders ratified the appointment of
For Against Abstain Broker Non-Vote 31,481,832 418,169 2,055,269 0
Item 7.01 Regulation FD Disclosure.
On
The foregoing information, including the press release attached hereto as Exhibit 99.1 is being furnished pursuant to Item 7.01 of this Current Report and shall not be deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits: EXHIBIT NO. DESCRIPTION 99.1 Press Release datedJune 17, 2021 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) 3
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