MR. COOPER GROUP INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 13, 2021, the Company held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). Results with respect to proposals submitted at the Annual Meeting were as follows:

Proposal 1: Election of Directors

Stockholders elected nine directors to serve a term expiring at the Company's annual meeting of stockholders to be held in 2022.

NOMINEE                     VOTES FOR     AGAINST     ABSTAIN    BROKER NON-VOTE
Jay Bray                    70,914,344   1,216,933    235,791       9,026,196
Busy Burr                   70,561,045   1,657,040    148,983       9,026,196
Robert Gidel                70,742,441   1,463,101    161,526       9,026,196
Roy Guthrie                 69,107,315   3,098,787    160,966       9,026,196
Christopher Harrington      71,758,803    461,386     146,879       9,026,196
Michael Malone              70,609,535   1,594,996    162,537       9,026,196
Shveta Mujumdar             71,125,766   1,093,880    147,422       9,026,196
Tagar Olson                 68,204,195   4,011,689    151,184       9,026,196
Steven Scheiwe              71,121,790   1,097,433    147,845       9,026,196

Proposal 2: Advisory vote on named executive compensation (Say on Pay)

Stockholders approved an advisory vote on named executive compensation (Say on
Pay)

 VOTES FOR     AGAINST      ABSTAIN    BROKER NON-VOTE
 51,811,477   20,410,526    145,065       9,026,196

Proposal 3: Ratification of Appointment of Ernst & Young LLP

Stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021.

 VOTES FOR     AGAINST     ABSTAIN
 80,764,608    480,364     148,292

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