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

We held our 2022 Annual Meeting of Stockholders on May 24, 2022. The board of directors solicited proxies pursuant to a proxy statement that we filed on April 11, 2022 with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934. There was no solicitation in opposition to the board's solicitation.

At the meeting, holders of common stock were asked to consider and vote upon the three proposals set forth below. Each share of common stock was entitled to one vote with respect to each matter submitted to a vote at the meeting. Shares of common stock representing 16,286,359, or 53.90% of the total votes attributable to all outstanding shares of common stock, were present in person or by proxy at the meeting.

The voting results reported below are final.

The matters considered and voted on by the stockholders at the meeting and the votes of the stockholders were as follows:

Proposal 1. Stockholders voted as follows with respect to the election of each of


            the nominees for director identified in the proxy statement:



      Nominee           For    Withhold  Broker Non-Votes

David W.K. Acheson 6,001,479 1,811,952 8,472,928 David W. Bespalko 5,992,539 1,820,892 8,472,928 Katherine L. Davis 5,809,292 2,004,139 8,472,928 Richard L. Eberly 5,944,476 1,868,955 8,472,928 John G. Potthoff 5,793,758 2,019,673 8,472,928 Leslie Teso-Lichtman 6,292,054 1,521,377 8,472,928

As a result of this vote, each of the six nominees was elected as a director to serve until the 2023 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified.

Proposal 2. Stockholders ratified the appointment of Ernst & Young LLP as


            independent auditor for the fiscal year ending December 31, 2022, by
            the following vote:



                               For         Against       Abstain    Broker Non-Votes
Ratification of
appointment of Ernst &     14,463,390     1,611,817      211,152           -
Young LLP



Proposal 3. Stockholders approved, on a non-binding advisory basis, the


            compensation paid to our executive officers in 2021, as disclosed in
            the 2022 proxy statement, by the following vote:



                               For         Against       Abstain    Broker Non-Votes
Advisory vote on 2021       5,133,676     2,349,756      329,997       8,472,930
executive compensation



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