Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

(d) On January 10, 2022, the Company previously announced that its Board of Directors had elected Thomas W. Jones to the Board effective March 28, 2022. On March 29, 2022, the Board of Directors voted to appoint Thomas W. Jones as a member of the Audit, the ESG/DEI, and the Nominating and Corporate Governance Committees, effective immediately.

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

We held our Annual Meeting of Shareholders on March 29, 2022.



Our director nominees were re-elected to our Board of Directors and received the
following votes:

                                    Number of Shares
                           For            Against         Abstain       Broker Non-Votes
Linda L. Adamany        193,288,666        4,317,457       177,395             21,606,357
Barry J. Alperin        152,449,884       45,083,757       249,877             21,606,357
Robert D. Beyer         146,910,208       50,686,298       187,012             21,606,357
Matrice Ellis Kirk      196,839,274          705,259       238,985             21,606,357
Brian P. Friedman       195,847,638        1,776,569       159,311             21,606,357
MaryAnne Gilmartin      194,128,184        3,481,193       174,141             21,606,357
Richard B. Handler      196,577,641        1,044,450       161,427             21,606,357
Thomas W. Jones         197,219,419          229,003       335,096             21,606,357
Jacob M. Katz           194,545,029        3,025,957       212,532             21,606,357
Michael T. O'Kane       154,237,702       43,327,390       218,426             21,606,357
Joseph S. Steinberg     193,448,722        4,125,891       208,905             21,606,357
Melissa V. Weiler       195,777,429        1,826,274       179,815             21,606,357

Our shareholders approved, on a non-binding advisory basis, the compensation of our named executive officers. Voting results were as follows:



                    Number of Shares
For                       104,065,379
Against                    91,572,371
Abstain                     2,145,768
Broker Non-Votes           21,606,357

Our shareholders ratified the selection of Deloitte & Touche LLP as our independent auditors for the fiscal year ending November 30, 2022. Voting results were as follows:



           Number of Shares
For              219,048,904
Against              191,797
Abstain              149,174

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