Item 5.07 Submission of Matters to a Vote of Security Holders
On
Proposal 1 - Election of Directors
Nominee Votes For Votes Withheld Broker Non-Votes Jonathan Webb 39,474,367 8,329,746 22,103,822 David Lee 47,072,825 731,288 22,103,822 Kiran Bhatraju 37,096,992 10,707,121 22,103,822 Ciara A. Burnham 37,254,711 10,549,402 22,103,822 Greg Couch 37,227,505 10,576,608 22,103,822 Patrick Halfmann 47,067,101 737,012 22,103,822 Anna Mason 37,181,497 10,622,616 22,103,822 R. Geof Rochester 47,042,368 761,745 22,103,822 Martha Stewart 37,497,646 10,306,467 22,103,822 J. Kevin Willis 46,768,830 1,035,283 22,103,822
Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting Firm
The stockholders ratified the selection by the Audit Committee of the Board of
Votes For Votes Against Votes Abstain 69,408,436 370,520 128,979
Proposal 3 - Approval, on a Non-Binding Advisory Basis, of the Frequency of Future Non-Binding Advisory Votes to Approve the Compensation of the Company's Named Executive Officers
The stockholders approved, on a non-binding advisory basis, to hold future non-binding advisory votes to approve the compensation of the Company's named executive officers every year by the following votes:
One Year Two Years Three Years Votes Abstain Broker Non-Votes 47,294,452 142,372 205,294 161,995 22,103,822
In light of this result, the Board determined to hold future non-binding, advisory votes on executive compensation every year, so that the next such vote will be held at the Company's 2023 Annual Meeting of Stockholders. Under Section 14A(a)(2) of the Securities Exchange Act of 1934, as amended, the Company will hold the next non-binding, advisory vote on the frequency of holding a non-binding, advisory vote on the Company's executive compensation no later than its 2028 Annual Meeting of Stockholders.
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