Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
The Company held its annual meeting of shareholders (the "Annual Meeting") on
The following are the voting results on the four proposals considered and voted
upon at the Annual Meeting, all of which were described in the Company's
Definitive Proxy Statement filed with the
At the Annual Meeting, all of the directors were re-elected, Proposals 2 and 3 were approved and Proposal 4 was not approved.
Proposal 1. Election of Directors
The vote with respect to the election of directors was as follows:
Broker For Against Abstain Non-Votes Zein Abdalla 445,129,085 4,485,768 209,188 26,163,716 Vinita Bali 440,637,940 8,992,233 193,868 26,163,716 Maureen Breakiron-Evans 437,157,736 12,462,158 204,147 26,163,716 Archana Deskus 441,944,086 7,671,032 208,923 26,163,716 John M. Dineen 447,281,909 2,330,985 211,147 26,163,716 Brian Humphries 449,250,382 368,120 205,539 26,163,716 Leo S. Mackay, Jr. 434,364,889 15,256,113 203,039 26,163,716 Michael Patsalos-Fox 418,668,299 30,939,220 216,522 26,163,716 Joseph M. Velli 438,027,964 11,589,634 206,443 26,163,716 Sandra S. Wijnberg 445,687,380 3,928,885 207,776 26,163,716
Proposal 2. Advisory Vote on Executive Compensation (Say-on-Pay)
The advisory vote on the compensation of the Company's named executive officers was as follows: For Against Abstain Broker Non-Votes 412,250,582 36,779,991 793,468 26,163,716
Proposal 3. Ratification of Appointment of Independent Registered Public Accounting Firm
The vote with respect to the ratification of
For Against Abstain Broker Non-Votes 445,909,301 29,914,258 164,198 -
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Proposal 4. Shareholder Proposal Regarding Shareholder Action by Written Consent
The vote with respect to the shareholder proposal requesting that the board of directors take action as necessary to permit shareholder action by written consent was as follows:
For Against Abstain Broker Non-Votes 82,027,242 366,575,351 1,221,448 26,163,716
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