ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Proposal 1: To elect a Board of Directors
Director For Against Abstain Barry Diller 195,080,323 29,572,071 305,652 Alexis M. Herman 206,841,762 17,907,797 208,487 William J. Hornbuckle 222,814,434 1,931,271 212,341 Mary Chris Jammet 222,581,416 2,075,284 301,346 Joey Levin 199,621,635 25,114,513 221,898 Rose McKinney-James 215,891,021 8,857,083 209,942 Keith A. Meister 223,353,538 1,387,214 217,294 Paul Salem 221,166,031 3,574,144 217,871 Jan G. Swartz 218,097,165 6,555,775 305,106 Daniel J. Taylor 206,454,991 18,287,421 215,634 Ben Winston 223,957,481 780,384 220,181
Broker Non-Votes: 101,013,110 for each of
Each of the foregoing directors was elected and received the affirmative vote of a majority of the votes cast at the annual meeting at which a quorum was present.
Proposal 2: To ratify the selection of
FOR AGAINST ABSTAIN 316,907,916 8,822,018 241,222
Broker Non-Votes: N/A
The foregoing Proposal 2 was approved.
Proposal 3: To approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting.
FOR AGAINST ABSTAIN 214,569,305 9,931,436 457,305
Broker Non-Votes: 101,013,110
The foregoing Proposal 3 was approved.
Proposal 4: To approve, on an advisory basis, one year as the frequency with which the Company conducts advisory votes on executive compensation.
1 Year 2 Years 3 Years ABSTAIN 218,955,993 295,366 5,347,810 358,877
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Broker Non-Votes: 101,013,110
The foregoing Proposal 4 was approved. Based on these results, the Company will include an advisory shareholder vote on executive compensation in its proxy materials every year until the next required advisory vote on the frequency of shareholder votes on executive compensation.
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