Item 5.07 Submission of Matters to a Vote of Security Holders.

The final voting results for each matter submitted to a vote of the Company stockholders at the Special Meeting are set forth below:

1. The Business Combination Proposals: To approve the Merger Agreement and the


    Business Combination.




    For            Against        Abstain
  36,360,866       2,363,898       163,372



2. The Organizational Documents Proposal: To approve, and adopt the proposed new

certificate of incorporation (the "Proposed Charter") and bylaws (the

"Proposed Bylaws") of New Starry as the post-business combination company,

which would take effect concurrently with the effectiveness of the SPAC


    Merger.




    For            Against        Abstain
  36,361,252       2,358,907       167,977



3. The Advisory Organizational Documents Proposal: To approve, on a non-binding


    advisory basis, certain governance provisions in the Proposed Charter and the
    Proposed Bylaws of New Starry.



a. Company Name: To approve and adopt a provision of the Proposed Charter

providing that the name of New Starry will be "Starry Group Holdings, Inc."






    For            Against        Abstain
  35,054,545       3,117,127       716,464



b. Corporate Purpose: To change the corporate purpose to one more appropriate for

a public operating company.






    For            Against        Abstain
  35,052,909       3,117,528       717,699



c. Authorized Shares: To set the number of authorized shares of Class A common

stock of New Starry, par value $0.0001 per share ("New Starry Class A Common

Stock"), to 800,000,000, the number of authorized shares of Class X common

stock of New Starry, par value $0.0001 per share ("New Starry Class X Common

Stock"), to 50,000,000 and the number of authorized shares of preferred stock

of New Starry, par value $0.0001 per share ("New Starry Preferred Stock") to


    10,000,000.




                                       1







    For            Against        Abstain
  31,771,454       6,392,974       723,708



d. Votes Per Share: To provide that holders of New Starry Class A Common Stock

will be entitled to one vote per share of New Starry Class A Common Stock, and

holders of New Starry Class X Common Stock will (i) prior to the Sunset Date

(as defined in the Proposed Charter), be entitled to cast twenty votes per

share and (ii) on the Sunset Date, each share of New Starry Class X Common

Stock will automatically convert into one share of New Starry Class A Common

Stock and from and after the Sunset Date, be entitled to cast one vote per


    share.




    For            Against        Abstain
  32,008,040       6,131,726       748,370



e. Removal of Directors: To provide that directors may be removed with or without

cause under varying circumstances.






    For            Against        Abstain
  32,008,341       6,158,629       721,166



f. Corporate Opportunities Doctrine: To provide that certain transactions are not

"corporate opportunities" and that the Identified Persons (as defined in the

Proposed Charter) are not subject to the doctrine of corporate opportunity and

such Identified Persons do not have any fiduciary duty to refrain from

engaging directly or indirectly in the same or similar business activities or

lines of business as New Starry or any of its subsidiaries.






    For            Against        Abstain
  32,001,373       6,137,672       749,091





g. Opt-Out of DGCL 203: To provide that New Starry will not be governed by

Section 203 of the General Corporation Law for the State of Delaware (the

"DGCL") and, instead, include a provision in the Proposed Charter that is

substantially similar to Section 203 of the DGCL, and acknowledge that certain

stockholders cannot be "interested stockholders" (as defined in Proposed

Charter); provided that the restrictions on business combinations will apply

for twelve months following the date the Proposed Charter is filed.






    For            Against        Abstain
  31,745,986       6,394,355       747,795



h. Actions by Stockholder Written Consent: To provide that until the Sunset Date,

any action required or permitted to be taken by the stockholders of New Starry

may be effected at a duly called annual or special meeting of stockholders or,

except as otherwise required by applicable law or the Proposed Charter, be

taken without a meeting, by written consent and that following the Sunset

Date, any action required or permitted to be taken by the stockholders of New

Starry must be effected at an annual or special meeting of the stockholders of

New Starry, and shall not be taken by written consent in lieu of a meeting.








                                       2





    For            Against        Abstain
  31,744,946       6,391,583       751,607



i. Threshold Increase for Amendment to Bylaws: To increase the required voting

thresholds for approving any amendments to the Proposed Bylaws to 66 2/3%.






    For            Against        Abstain
  34,723,704       3,443,530       720,902



j. Threshold Increase for Amendment to Charter: To increase the required voting

thresholds for approving certain amendments to the Proposed Charter to 66


    2/3%.




    For            Against        Abstain
  34,728,299       3,438,141       721,696



k. Eliminate Blank Check Company Provisions: To eliminate various provisions

applicable only to blank check companies.






    For            Against        Abstain
  35,043,424       3,119,334       725,378



4. The Exchange Proposal: To approve, for the purposes of complying with the

applicable listing rules of the New York Stock Exchange, the issuance of (i)

shares of New Starry Class A Common Stock and New Starry Class X Common Stock

pursuant to the terms of the Merger Agreement, (ii) shares of New Starry Class

A Common Stock to the PIPE Investors (as defined in the Merger Agreement)

pursuant to the PIPE Subscription Agreements (as defined in the Merger

Agreement), (iii) shares of New Starry Class A Common Stock to the Convertible

Notes Investors (as defined in the Merger Agreement) upon conversion of the

Convertible Notes (as defined in the Merger Agreement) issued pursuant to the

Convertible Notes Subscription Agreements (as defined in the Merger Agreement)

and (iv) shares of New Starry Class A Common Stock and warrants to purchase

shares of New Starry Class A Common Stock to funds affiliated with the Sponsor

(as defined in the Merger Agreement) including such additional shares of New

Starry Class A Common Stock if certain share price thresholds are achieved

within five years after the Acquisition Merger Closing Date (as defined in the


    Merger Agreement).




    For            Against        Abstain
  36,347,422       2,359,902       180,812



5. The Equity Incentive Plan Proposal: To approve on a non-binding advisory

basis, the Starry Group Holdings, Inc. 2022 Incentive Award Plan.






    For            Against        Abstain
  31,737,035       6,399,750       751,351



6. The ESPP Proposal: To approve on a non-binding advisory basis, the Starry

Group Holdings, Inc. 2022 Employee Stock Purchase Plan.






    For            Against        Abstain
  31,640,136       6,495,993       752,007



In connection with the Special Meeting, FMAC also solicited proxies with respect to the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there were insufficient votes for, or for any other reason permitted by the Merger Agreement in connection with, the approval of one or more of the proposals at the Special Meeting. As there were sufficient votes at the time of the Special Meeting to approve proposals 1 through 6 and to ensure that a quorum was present at the Special Meeting, the adjournment of the Special Meeting to solicit additional proxies for such purpose was unnecessary and such proposal was not submitted to the holders of shares of FMAC common stock for approval at the Special Meeting.





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