BLOCK, INC. Item 5.07 Submission of Matters to a Vote of Security Holders.
On
1. To elect four Class III directors to serve until the 2024 annual meeting
of stockholders and until their successors are duly elected and
qualified;
2. To approve, on an advisory basis, the compensation of the Company's named
executive officers;
3. To ratify the appointment of Ernst & Young LLP as the Company's
independent registered public accounting firm for the Company's fiscal
year ending December 31, 2021 ;
4. To vote upon a proposal submitted by one of the Company's stockholders
regarding an independent chair; and
5. To vote upon a proposal submitted by one of the Company's stockholders
regarding a change in stockholder voting.
Holders of the Company's Class A common stock, par value
At the beginning of the Annual Meeting, present in person or by proxy were holders of 311,245,144 shares of Class A Common Stock and 62,826,277 shares of Class B Common Stock, together representing 91.5% of the combined voting power of all issued and outstanding shares of Class A Common Stock and Class B Common Stock entitled to vote at the Annual Meeting, constituting a quorum.
The final voting results for each of these proposals are detailed below.
1. Election of Directors
Nominee Votes For Votes Withheld Broker Non-Votes Randy Garutti 777,301,182 89,245,051 72,961,681 Mary Meeker 813,458,612 53,087,621 72,961,681 Lawrence Summers 817,890,007 48,656,226 72,961,681 Darren Walker 814,983,957 51,562,276 72,961,681
Each director-nominee was duly elected as a Class III director to serve until the Company's 2024 annual meeting of stockholders and until his or her successor is duly elected and qualified.
2. Advisory Vote on Compensation of Named Executive Officers
Votes For Votes Against Votes Abstained Broker Non-Votes 807,858,648 58,244,034 443,551 72,961,681
The stockholders advised that they were in favor of the compensation of the Company's named executive officers.
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3. Ratification of Appointment of Independent Registered Public Accounting Firm
Votes For Votes Against Votes Abstained Broker Non-Votes 938,200,738 979,641 327,535 0
The stockholders ratified the appointment of
4. Stockholder Proposal Regarding an Independent Chair
Votes For Votes Against Votes Abstained Broker Non-Votes 94,187,495 771,176,244 1,182,494 72,961,681
The stockholders rejected the proposal regarding an independent chair.
5. Stockholder Proposal Regarding a Change in Stockholder Voting
Votes For Votes Against Votes Abstained Broker Non-Votes 171,197,461 694,034,716 1,314,056 72,961,681
The stockholders rejected the proposal regarding a change in stockholder voting.
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