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

On May 19, 2020, the Company held its 2020 Annual Meeting of Stockholders. Of the 36,518,900 shares of common stock outstanding and entitled to vote at the Annual Meeting, 34,351,792 shares were present in person (through virtual attendance) or by proxy, constituting a 94.07% quorum. The matters submitted to the stockholders of the Company at the Annual Meeting, and the results of the voting, were as follows:

Proposal No. 1. Vote regarding the election of Darcy G. Anderson, Herman E. Bulls, Alan P. Krusi, Brian E. Lane, Pablo G. Mercado, Franklin Myers, William J. Sandbrook, James H. Schultz, Constance E. Skidmore, and Vance W. Tang as members of the Board of Directors:





                                                           Votes For as
                                                          Percentage of
            Nominee                  Votes For              Votes Cast            Votes Withheld
Darcy G. Anderson                      32,210,326                      97.54 %            814,004
Herman E. Bulls                        32,158,057                      97.38 %            866,273
Alan P. Krusi                          32,554,982                      98.58 %            469,348
Brian E. Lane                          32,724,079                      99.09 %            300,251
Pablo G. Mercado                       32,454,541                      98.27 %            569,789
Franklin Myers                         32,144,712                      97.34 %            879,618
William J. Sandbrook                   32,932,624                      99.72 %             91,706
James H. Schultz                       31,896,363                      96.58 %          1,127,967
Constance E. Skidmore                  32,464,843                      98.31 %            559,487
Vance W. Tang                          32,367,458                      98.01 %            656,872



There were 1,327,462 broker non-votes as to Proposal No. 1.

Proposal No. 2. Vote regarding ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2020:





               Votes For as a Percentage
Votes For            of Votes Cast           Votes Against     Votes Abstain
33,984,135              99.04%                  330,278           37,378



There were no broker non-votes as to Proposal No. 2.

Proposal No. 3. Advisory vote regarding approval of the compensation paid by the Company to its named executive officers:





               Votes For as a Percentage
Votes For            of Votes Cast           Votes Against     Votes Abstain
32,427,804              98.48%                  499,132           97,394



There were 1,327,462 broker non-votes as to Proposal No. 3.

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