Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2022 Annual Meeting of Shareholders (the "Annual Meeting") of
1. Proposal No. 1 - Election of Directors
The following seven persons were elected to serve as directors by the votes set forth below, each to serve for a term of one year and until his or her successor has been elected and qualified:
Nominee For Against Abstain Broker Non-Votes Aisha M. Barry 22,629,877 148,894 9,443 1,359,264 E. Reeves Callaway III 22,270,865 502,175 15,174 1,359,264 A. William Higgins 22,186,280 590,089 11,845 1,359,264 Scott E. Kuechle 22,581,102 191,301 15,811 1,359,264 Michelle J. Lohmeier 22,675,434 101,812 10,968 1,359,264 Jennifer M. Pollino 22,426,302 349,969 11,943 1,359,264 Ian K. Walsh 22,144,992 630,696 12,526 1,359,264
Following the Annual Meeting, the Company's Board of Directors (the "Board") has
seven directors.
2. Proposal No. 2 - Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers
The proposal to approve, on an advisory basis, the compensation of the Company's named executive officers was approved by the following vote:
For Against Abstain Broker Non-Votes 22,247,894 505,081 35,239 1,359,264
3. Proposal No. 3 - Ratification of Appointment of
The proposal to ratify the appointment of
For Against Abstain Broker Non-Votes 23,975,373 155,095 17,010 0
4. Proposal No. 4 - Approval, on an Advisory Basis, of a Shareholder Proposal Seeking to Provide for an Independent Chair
The proposal to approve, on an advisory basis, a shareholder proposal seeking to provide for an independent chair was not approved by the following vote:
For Against Abstain Broker Non-Votes 3,483,994 19,265,416 38,804 1,359,264
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8.01 Other Events.
At the annual reorganizational meeting of the Board held on
Corporate Governance Committee:
J.M. Pollino , Chair and Lead Independent DirectorS.E. Kuechle ,A.W. Higgins ,M.J. Lohmeier Audit Committee:S.E. Kuechle , ChairA.M. Barry ,M.J. Lohmeier Compensation Committee:J.M. Pollino , ChairA.M. Barry ,E.R. Callaway ,A.W. Higgins
M.J. Lohmeier , ChairE.R. Callaway ,A.W. Higgins ,S.E. Kuechle
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this report: Exhibit Description 104 Cover Page Interactive Data File, formatted in iXBRL and contained in Exhibit 101
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