Item 3.02 Submission of Matters to a Vote of Security Holders
On
The issuance by SCOLP of the Common Units was made in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended.
Each Common Unit is exchangeable at any time (subject to certain limited exceptions) at the holder's option for one share of common stock (the "Common Stock") of the Company.
Notwithstanding the foregoing exchange rights, the initial holder of the Common
Stock has agreed not to sell or otherwise dispose of the shares of the Common
Stock issuable upon the exchange of such securities for a period of 18 months
after
Item 5.07 Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Shareholders on
(a) Proposal 1 - Election of Directors
Shareholders elected eight directors to serve until the 2023 Annual Meeting of Shareholders (or until their successors shall have been duly elected and qualified), as follows: Nominee Votes For Votes Against Abstentions Broker Non-Votes Tonya Allen 98,311,915 1,110,220 68,674 4,605,189 Meghan G. Baivier 94,028,897 5,288,283 173,629 4,605,189 Stephanie W. Bergeron 94,633,864 4,785,514 71,431 4,605,189 Brian M. Hermelin 97,403,628 1,795,250 291,931 4,605,189 Ronald A. Klein 97,845,282 1,576,906 68,621 4,605,189 Clunet R. Lewis 90,055,315 9,137,779 297,715 4,605,189 Gary A. Shiffman 94,277,863 4,461,663 751,283 4,605,189 Arthur A. Weiss 97,179,137 2,017,751 293,921 4,605,189
(b) Proposal 2 - Non-binding Advisory Vote on Executive Compensation:
Shareholders approved the non-binding advisory vote on executive compensation, as follows:
Votes For Votes Against Abstentions Broker Non-Votes
93,584,112 5,619,227 287,470 4,605,189
(c) Proposal 3 - Ratification of Selection of Independent Registered Public Accounting Firm
Shareholders ratified the selection of
Votes For Votes Against Abstentions 103,101,073 950,802 44,123
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(d) Proposal 4 - Approval of First Amendment to the Company's 2015 Equity Incentive Plan to increase the number of shares authorized under the plan
Shareholders approved the amendment to the 2015 Equity Incentive Plan, as follows: Votes For Votes Against Abstentions Broker Non-Votes 94,839,840 4,571,773 79,196 4,605,189
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