Item 5.07 Submission of Matters to a Vote of Security Holders.
On
As of the close of business on
--------------------------------------------------------------------------------
Each of the proposals voted on at the Special Meeting was approved by the Company's stockholders, and the voting results are set forth below.
1. The Transaction Proposal - To consider and vote upon a proposal to approve
the Merger Agreement, by and among dMY, Merger Sub and
For Against Abstain 22,589,307 593,014 4,650
2. The NYSE Proposal. To consider and vote upon a proposal to adopt and approve,
for purposes of complying with applicable listing rules of the
For Against Abstain 22,578,849 591,280 16,842
3. The Charter Proposal. To consider and vote upon a proposal to adopt the proposed Second Amended and Restated Certificate of Incorporation (such charter, the "Proposed Charter" and such proposal, the "Charter Proposal"). A copy of the Certificate of Incorporation is attached to the Proxy Statement/Prospectus as Annex B.
For Against Abstain 22,588,995 586,147 11,829
4. The Governance Proposals. To consider and vote upon, on a non-binding
advisory basis, the following governance provisions in the Proposed Charter,
presented separately in accordance with the
Proposal 4-A: To increase the total number of shares of all classes of
authorized capital stock from (i) 401,000,000, consisting of (a) 400,000,000
shares of common stock, including (1) 380,000,000 shares of Class A common
stock, par value
For Against Abstain 21,757,713 1,385,805 43,453
Proposal 4-B: To provide that any amendment to the amended and restated bylaws will require the approval of either the Combined Company's board of directors or the holders of at least 66 2/3% of the voting power of the Combined Company's then-outstanding shares of capital stock entitled to vote generally in an election of directors, voting together as a single class.
For Against Abstain 21,824,524 1,342,335 20,112
--------------------------------------------------------------------------------
Proposal 4-C: To provide that any amendment to certain provisions of the Proposed Charter will require the approval of the holders of at least 66 2/3% of the voting power of the Combined Company's then-outstanding shares of capital stock entitled to vote generally in an election of directors, voting together as a single class.
For Against Abstain 21,830,640 1,335,197 21,134
5. The Equity Incentive Plan Proposal. To consider and vote upon a proposal to approve the 2021 Equity Incentive Plan, including the authorization of the initial share reserve under such plan, a copy of which is attached to the Proxy Statement/Prospectus as Annex D (such proposal, the "Equity Incentive Plan Proposal").
For Against Abstain 21,322,537 1,834,258 30,176
6. The Employee Stock Purchase Plan Proposal. To consider and vote upon a proposal to approve the Employee Stock Purchase Plan, including the authorization of the initial share reserve under such plan, a copy of which is attached to the Proxy Statement/Prospectus as Annex E (such proposal, the "Employee Stock Purchase Plan Proposal").
For Against Abstain 22,549,607 609,795 27,569
7. The Adjournment Proposal. To consider and vote upon a proposal to allow the chairman of the Special Meeting to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Transaction Proposal, the NYSE Proposal, the Charter Proposal, the Governance Proposals, the Equity Incentive Plan Proposal or the Employee Stock Purchase Plan Proposal.
For Against Abstain 22,556,223 613,534 17,214
Item 8.01 Other Events.
In connection with the Business Combination, holders of 954,523 shares of dMY's
Class A common stock exercised their right to redeem their shares for cash at a
redemption price of approximately
As described in Item 5.07 above, the Company's stockholders approved the
Business Combination on
--------------------------------------------------------------------------------
© Edgar Online, source