Item 5.07. Submission of Matters to a Vote of Security Holders.
On
The following four proposals, each of which is described in detail in the
Company's definitive proxy statement filed with the
Proposal 1: Election of Nine Directors to Serve until the 2023 Annual Meeting. The following individuals were elected to serve as directors of the Company: Broker For Withheld Non-Votes Thomas G. Apel 23,029,714 435,076 1,490,487 C. Allen Bradley, Jr. 22,479,075 985,714 1,490,487 Robert L. Clarke 22,876,202 588,587 1,490,487 William S. Corey, Jr. 23,327,693 137,097 1,490,487 Frederick H. Eppinger, Jr. 23,374,319 90,471 1,490,487 Deborah J. Matz 22,699,862 764,927 1,490,487 Matthew W. Morris 23,253,832 210,957 1,490,487 Karen R. Pallotta 22,697,832 766,957 1,490,487 Manuel Sanchez 22,689,420 775,370 1,490,487
Proposal 2: Approval, on an advisory and non-binding basis, of the compensation of the ?Company's named ?executive officers.? The stockholders approved, on a non-binding advisory basis, the executive compensation as disclosed in the Proxy.
Broker For Against Abstentions Non-Votes ?22,855,624? ?559,597? ?49,555? ?1,490,487?
Proposal 3: Non-binding, advisory vote on the frequency of future advisory votes on the compensation paid to the Company's named executive officers. A proposal relating to the frequency of the stockholder advisory vote to approve the compensation of the Company's named executive officers received a majority of the votes cast in favor of a stockholder advisory vote every one year with the votes shown:
Broker Every 1 year Every 2 years Every 3 years Abstentions Non-Votes ??21,841,682? ??43,200? ??1,541,861? ?38,046? ?1,490,487?
Proposal 4: Ratification of the appointment of
Broker For Against Abstentions Non-?Votes ?24,388,279? ?452,133? ?114,864 ?0
In light of the voting results with respect to the frequency of future stockholder votes on executive compensation (detailed above under the voting results for Proposal 3), the Company's Board of Directors has determined that the Company will hold an annual advisory vote on executive compensation until the next required advisory vote on the frequency of the vote on executive compensation, or until the Board of Directors determines it is in the best interest of the Company to hold such vote with different frequency.
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