Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2022 annual meeting of stockholders of
1. To elect seven nominees for director;
To authorize the Board, in its discretion, to amend the Company's certificate
2. of incorporation to effect a reverse stock split of the Company's common
stock in a ratio of not less than one-for-five and not more than one-for-ten,
to be determined by the Board;
3.To approve, on an advisory basis, the Company's 2021 executive compensation; and
To ratify the appointment of
4. registered public accounting firm for the Company's fiscal year ending
The voting results for each of these proposals are detailed below (rounded down to the nearest whole share).
1. Election of Directors
Nominee For Against Abstained Broker Non-votes Andrew M. Baker 74,243,663 999,819 451,994 11,720,418 Jane Okun Bomba 74,516,654 726,823 451,999 11,720,418 John R. Ferron 74,517,801 725,696 451,979 11,720,418 John R. Harris 74,251,206 1,000,793 443,477 11,720,418 John A. Meyer 72,735,109 2,516,590 443,777 11,720,418 Gary B. Moore 74,517,191 734,508 443,777 11,720,418 Richard G. Walker 74,519,503 732,496 443,477 11,720,418
The stockholders voted to elect each director nominee to serve until the Company's 2023 annual meeting of stockholders and until their successors are duly elected and qualified.
2. Vote to authorize the Board, in its discretion, to amend the Company's certificate of incorporation to effect a reverse stock split of the Company's common stock in a ratio of not less than one-for-five and not more than one-for-ten, to be determined by the Board
For Against Abstained Broker Non-votes 72,354,383 12,811,914 2,249,597 0
The stockholders voted to authorize the Board to amend the Company's certificate of incorporation to effect a reverse stock split of the Company's common stock.
3. Advisory vote on the Company's 2021 executive compensation
For Against Abstained Broker Non-votes 73,798,890 1,444,085 452,500 11,720,418
The stockholders voted, on a non-binding advisory basis, to approve the Company's 2021 executive compensation.
4. Ratification of the selection of
For Against Abstained Broker Non-votes 86,748,590 9,855 657,449 0
The stockholders voted to ratify the appointment of
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