Item 5.07 Submission of Matters to a Vote of Security Holders.
On
Proposal 1 - Election of Directors
The stockholders elected each of the two nominees for Class II director to serve until the Company's 2025 Annual Meeting of Stockholders or until his successor has been elected and qualified. The voting results were as follows:
For Withheld Broker Non-Votes Richard M. Ferrari 26,486,800 5,055,342 2,682,911 Daniel P.Florin 26,535,096 5,007,046 2,682,911
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of
For Against Abstain
34,070,598 22,582 131,873
There were no broker non-votes with respect to Proposal 2.
Proposal 3 - Non-Binding Advisory Vote to Approve the Company's Executive Compensation
The stockholders approved, on a non-binding advisory basis, the Company's executive compensation as disclosed in the Proxy Statement. The voting results were as follows:
For Against Abstain Broker Non-Votes 27,491,973 3,963,314 86,855 2,682,911
Proposal 4 - Non-Binding Advisory Vote on Frequency of Future Stockholder Advisory Votes to Approve the Company's Executive Compensation
The stockholders approved, on a non-binding advisory basis, to hold future non-binding advisory votes to approve the Company's executive compensation every year. The voting results were as follows:
One-Year Two-Years Three-Years Abstain Broker Non-Votes
31,435,873 62 22,174 84,033 2,682,911
In light of this result, the Company's Board of Directors has determined to hold future non-binding advisory votes on the Company's executive compensation every year, so that the next such vote will be held at the Company's 2023 Annual Meeting of Stockholders. Under Section 14A(a)(2) of the Securities Exchange Act of 1934, as amended, the Company will hold the next non-binding advisory vote on the frequency of future stockholder advisory votes to approve the Company's executive compensation no later than its 2028 Annual Meeting of Stockholders.
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