Item 5.07 Submission of Matters to a Vote of Security Holders

(a) The 2022 Annual Meeting of Stockholders (the "Annual Meeting") of the Company was held on May 12, 2022.

(b) There were 43,126,069 shares of Common Stock outstanding eligible to be voted at the Annual Meeting, 4,203,576 shares of Digital Voting Series A-1 Preferred Stock (the "Series A-1 Preferred Stock") outstanding eligible to be voted at the Annual Meeting, and 356,713 shares of Voting Series B Preferred Stock (the "Series B Preferred Stock") outstanding eligible to be voted at the Annual Meeting. Such Common Stock, Series A-1 Preferred Stock and Series B Preferred Stock (together, the "Voting Shares") outstanding eligible to be voted at the Annual Meeting totaled 47,686,358, of which 3,573,972 shares of Series A-1 Preferred Stock, 316,760 shares of Series B Preferred Stock, and 33,849,107 shares of Common Stock were presented in person or represented by proxy at the Annual Meeting, which constituted a quorum to conduct business. At the Annual Meeting, the stockholders of the Company: (1) elected three directors to a three-year term; (2) ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2022; (3) approved the Series A-1 Preferred Proposal; (4) approved the Series B Preferred Proposal; and (5) approved the Adjournment Proposal. The proposals are described in detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 23, 2022. The final results of the voting at the Annual Meeting were as follows:

Proposal 1 - Election of Directors

The individuals named below were elected at the Annual Meeting as Class II members of the Board of Directors, to serve for a term of three years ending in 2025, by the following vote:



Voting Shares:

          Name                For        Withheld     Broker Non-Votes
 Joseph J. Tabacco, Jr.    25,332,176    5,362,151       7,045,512
 Dr. Robert J. Shapiro     30,325,196     369,131        7,045,512
   Barbara H. Messing      29,829,733     864,594        7,045,512

Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm

The proposal to ratify the Audit Committee's appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022 was approved by the stockholders by the following vote:



Voting Shares:

     For         Against     Abstain     Broker Non-Votes
  36,587,688     958,488     193,663            0

Proposal 3 - Series A-1 Preferred Proposal

The proposal to approve an amendment to the Amended and Restated Certificate of Designation of our Series A-1 Preferred Stock to make Series A-1 Preferred Stock automatically convert into common stock, was approved by the stockholders by the following vote:



Voting Shares:

     For         Against     Abstain     Broker Non-Votes
  30,242,463     376,238     75,626         7,045,512



Series A-1 Preferred Stock:

    For       Against     Abstain     Broker Non-Votes
 2,339,406    162,502      5,296         1,066,768




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Series A-1 Preferred Stock and Series B Preferred Stock:



    For       Against     Abstain     Broker Non-Votes
 2,631,183    167,259      5,296         1,086,994

Proposal 4 - Series B Preferred Proposal

The proposal to approve an amendment to the Amended and Restated Certificate of Designation of our Series B Preferred Stock to make Series B Preferred Stock automatically convert into common stock, was approved by the stockholders by the following vote:



Voting Shares:

     For         Against     Abstain     Broker Non-Votes
  30,244,462     375,599     74,266         7,045,512



Series B Preferred Stock:

   For      Against     Abstain     Broker Non-Votes
 291,777     4,757         0             20,226

Series A-1 Preferred Stock and Series B Preferred Stock:



    For       Against     Abstain     Broker Non-Votes
 2,631,963    164,877      6,898         1,086,994

Proposal 5 - Adjournment Proposal

The proposal to approve one or more adjournments of the Annual Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Annual Meeting to approve either the Series A-1 Preferred Proposal or the Series B Preferred Proposal, was approved by the stockholders by the following vote:



Voting Shares:

     For         Against     Abstain     Broker Non-Votes
  29,579,275     998,848     25,231         7,045,512

Item 9.01 Financial Statements and Exhibits



(d) Exhibits

 Exhibit No.   Description of Exhibit
               The XBRL tags on the cover page of this Form 8-K are embedded within
     104       the Inline XBRL document.




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