Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The information contained in Item 8.01 hereof is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2021 Annual Meeting of Stockholders of
Proposal One: Having received more than a majority of votes cast at the meeting, each of the individuals named below was elected or re-elected as a Class III director:
Nominee Votes For Votes Against Abstentions Broker Non-Votes Glenn Marino 54,229,769 3,916,057 20,871 2,714,786 B.C. Silver 57,856,279 287,194 23,224 2,714,786
Proposal Two: The selection of
Votes For Votes Against Abstentions 60,584,341 275,079 22,063
Proposal Three: The compensation of the named executive officers of the Company
for the year ended
Votes For Votes Against Abstentions Broker Non-Votes 57,080,639 1,025,058 61,000 2,714,786
Proposal Four: The 2021 LTIP was approved with voting on the proposal as follows:
Votes For Votes Against Abstentions Broker Non-Votes 56,485,576 1,634,768 46,353 2,714,786
Proposal Five: The Declassification Amendment was approved with voting on the proposal as follows:
Votes For Votes Against Abstentions Broker Non-Votes 57,999,513 105,697 61,487 2,714,786 Item 8.01 Other Events.
At the 2021 Annual Meeting, the stockholders of the Company approved the
Declassification Amendment. The Declassification Amendment was previously
approved and adopted by the Company's board of directors. The Declassification
Amendment became effective upon the filing of a Certificate of Amendment with
the
Each director of the Company tendered his or her resignation following the 2021 Annual Meeting and was subsequently reappointed by the remaining directors such that each director now serves a one-year term and will stand for election or re-election annually beginning at the Company's 2022 annual meeting of stockholders.
The description above is qualified in its entirety by reference to the full text of the Certificate of Amendment, which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In connection with its approval of the 2021 LTIP, the Company's board of directors also approved certain forms of award agreements to be used to evidence awards of restricted stock units, performance stock units, stock options and deferred stock units granted thereunder. A description of the 2021 LTIP and the types of awards that may be granted thereunder was included with the Company's
Proxy Statement on Form DEF 14A, filed with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 3.1 Certificate of Amendment to the Certificate of Incorporation ofRent-A-Center, Inc. , datedJune 8, 2021 . 10.1Rent-A-Center, Inc. 2021 Long-Term Incentive Plan. 10.2 Form ofRent-A-Center, Inc. 2021 Long-Term Incentive Plan Restricted Stock Unit Award Agreement. 10.3 Form ofRent-A-Center, Inc. 2021 Long-Term Incentive Plan Performance Stock Unit Award Agreement. 10.4 Form ofRent-A-Center, Inc. 2021 Long-Term Incentive Plan Stock Option Award Agreement. 10.5 Form ofRent-A-Center, Inc. 2021 Long-Term Incentive Plan Deferred Stock Unit Award Agreement. 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).
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