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

On May 11, 2022, Mastech Digital, Inc. (the "Company") held its Annual Meeting of Shareholders (the "Annual Meeting"). The Company solicited proxies for the Annual Meeting pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. At the Annual Meeting, the shareholders of the Company: (1) elected the two nominees for Class II directors, and (2) approved the compensation of the Company's named executive officers. Notwithstanding the vote required by the Company's bylaws, Proposal 2 (an advisory vote on named executive officer compensation) is an advisory vote only and is not binding on the Company.

The final results of the votes regarding each proposal are set forth below.

Proposal 1 - Election to the Company's Board of Directors of two (2) Class II directors to serve for three-year terms or until their respective successors shall have been elected and qualified:



                             Votes      Broker
Nominee         Votes For   Withheld   Non-Votes
Ashok Trivedi   9,743,283   169,502        0
Vivek Gupta     9,767,782   145,003        0

Proposal 2 - A non-binding advisory vote on the compensation of the named executive officers of the Company:



                                           Broker
Votes For   Votes Against   Abstentions   Non-Votes
9,887,796      20,845          4,144          0

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