Item 5.07 - Submission of Matters to a Vote of Security Holders.
On
(1) Elect thirteen director nominees named in the Proxy Statement to the
Company's Board of Directors;
(2) Ratify the appointment of
independent registered public accounting firm for the fiscal year ending
(3) Conduct an advisory vote to approve the compensation provided to the
Company's named executive officers for 2019; and
(4) Vote on a stockholder proposal regarding limitations on accelerated vesting
of equity awards in the event of a change of control.
Proposal 1 - Election of Directors
The following thirteen director nominees were elected at the Annual Meeting to serve terms ending at the Company's 2021 Annual Meeting of Stockholders, or until their successors are elected and qualified:
Director Nominee For Withhold Broker Non-Votes Marcelo Claure 1,008,895,936 146,963,657 34,353,010 Srikant M. Datar 1,135,326,207 20,533,386 34,353,010 Ronald D. Fisher 1,005,918,773 149,940,820 34,353,010 Srini Gopalan 1,041,438,345 114,421,248 34,353,010 Lawrence H. Guffey 1,141,399,430 14,460,163 34,353,010 Timotheus Höttges 1,047,841,413 108,018,180 34,353,010 Christian P. Illek 991,857,315 164,002,278 34,353,010 Stephen R. Kappes 1,142,201,169 13,658,424 34,353,010 Raphael Kübler 991,430,870 164,428,723 34,353,010 Thorsten Langheim 991,691,687 164,167,906 34,353,010 G. Michael Sievert 1,088,162,488 67,697,105 34,353,010 Teresa A. Taylor 1,081,179,748 74,679,845 34,353,010 Kelvin R. Westbrook 1,118,672,321 37,187,272 34,353,010
Proposal 2 - Ratification of the Appointment of
The ratification of the appointment of
For Against Abstain Broker Non-Votes 1,176,581,628 13,223,968 407,007 0
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Proposal 3 - Advisory Vote to Approve Executive Compensation
The advisory, non-binding resolution to approve the compensation of the Company's named executive officers was approved as follows:
For Against Abstain Broker Non-Votes 945,677,741 209,032,408 1,149,444 34,353,010
Proposal 4 - Stockholder Proposal regarding Limitations on Accelerated Vesting of Equity Awards in the Event of a Change of Control
The stockholder proposal regarding limitations on accelerated vesting of equity awards in the event of a change of control was not approved as follows:
For Against Abstain Broker Non-Votes 134,520,210 1,019,726,816 1,612,567 34,353,010
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