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

At the annual meeting of stockholders of Ontrak, Inc. ("Ontrak," "we," "us," or "our") held on September 28, 2023 (the "Annual Meeting") , two proposals were voted upon by our stockholders. The proposals are described in detail in our definitive proxy statement for the meeting filed with the U.S. Securities and Exchange Commission on August 30, 2023. Below is a brief description of, and the final results of the votes for, each proposal.

Proposal 1: Each of the director nominees identified below was elected to hold office until our 2024 annual meeting of stockholders, and until their respective successors are elected and qualified, by the votes set forth below.


Nominee
Votes For
Votes Withheld
Broker Non-Votes
Richard A. Berman
2,376,813
35,401
123,134
Michael Sherman
2,356,807
55,407
123,134
James M. Messina
2,347,520
64,694
123,134

No directors were elected to the two seats on our board of directors (the "Preferred Seats") that are to be elected by the holders of our 9.50% Series A Cumulative Perpetual Preferred Stock ("Preferred Stock"). While a holder of our Preferred Stock (the "Nominating Holder") notified us that he intended to nominate himself and another individual for election to the Preferred Seats, the Nominating Person did not thereafter comply with the applicable requirements of our Amended and Restated Bylaws for such nominations to be made at the Annual Meeting, and a quorum of the holders of our Preferred Stock was not present at the Annual Meeting. Accordingly, the holders of Preferred Stock did not vote at the Annual Meeting and no persons were elected to the Preferred Seats, which remain vacant.


Proposal 2: Our stockholders ratified the appointment of EisnerAmper LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023, by the votes set forth below.

Votes For
Votes Against
Abstentions
Broker Non-Votes
2,506,190
23,586
5,571
-


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Ontrak Inc. published this content on 02 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 October 2023 12:43:10 UTC.