Item 5.07. Submission of Matters to a Vote of Security Holders.
(a)The Annual Meeting of Shareowners of the Company was held onTuesday, April 25, 2023 . The results of the matters submitted to a vote of the shareowners at the meeting are set forth below. Pursuant toDelaware law and the Company's By-Laws, abstentions and broker non-votes are not considered votes cast and do not affect the outcome of the votes. Therefore, only votes for and against each matter are included in the percentages below. (b)Item 1. Election of Directors. Shareowners elected each of the persons named below as Directors for a term expiring in 2024 as follows (withMs. Millhiser's term commencingJuly 1, 2023 ): FOR % FOR AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES Herb Allen 3,143,735,777 99.40 19,118,723 0.60 6,446,460 505,076,089 Marc Bolland 3,060,004,765 96.75 102,935,155 3.25 6,361,242 505,076,089 Ana Botín 3,080,418,730 97.39 82,680,190 2.61 6,201,956 505,076,089 Christopher C. Davis 2,960,186,585 93.61 202,119,672 6.39 6,988,713 505,076,089 Barry Diller 2,369,010,105 74.90 794,044,414 25.10 6,242,110 505,076,089 Carolyn Everson 3,134,792,633 99.11 28,252,475 0.89 6,255,955 505,076,089 Helene D. Gayle 3,051,998,179 96.49 111,144,669 3.51 6,158,315 505,076,089 Alexis M. Herman 2,969,986,799 93.89 193,312,392 6.11 6,001,823 505,076,089 Maria Elena Lagomasino 2,936,924,412 92.96 222,535,480 7.04 9,841,052 505,076,089 Amity Millhiser 3,151,309,172 99.63 11,656,920 0.37 6,335,071 505,076,089 James Quincey 2,918,835,005 92.40 240,042,624 7.60 10,423,005 505,076,089 Caroline J. Tsay 3,119,206,625 98.61 43,877,034 1.39 6,217,503 505,076,089 David B. Weinberg 3,086,692,882 97.61 75,675,008 2.39 6,933,272 505,076,089
Item 2. Advisory Vote to Approve Executive Compensation. Votes regarding this advisory proposal were as follows:
Votes Cast For: 2,841,765,788 90.08 % Votes Cast Against: 312,877,380 9.92 % Abstentions: 14,657,415 Broker Non-Votes: 505,076,089 Item 3. Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation. Votes regarding this advisory proposal were as follows: Votes Cast For One Year: 3,116,090,868 98.59 % Votes Cast For Two Years: 8,566,517 0.27 % Votes Cast For Three Years: 35,958,708 1.14 % Abstentions: 8,674,073 Broker Non-Votes: 505,076,089 After considering these results, and consistent with its own recommendation, the Board of Directors has determined to continue to provide the Company's shareowners with an annual advisory vote to approve executive compensation until the next vote on the frequency of such advisory votes.
Item 4. Ratification of the Appointment of
Votes Cast For: 3,495,811,009 95.34 % Votes Cast Against: 170,955,121 4.66 % Abstentions: 7,610,322 Broker Non-Votes: N/A
-------------------------------------------------------------------------------- Item 5. Shareowner Proposal Requesting an Audit of the Company's Impact on Nonwhite Stakeholders. Votes regarding this proposal were as follows: Votes Cast For: 517,847,507 16.54 % Votes Cast Against: 2,613,244,391 83.46 % Abstentions: 38,205,583 Broker Non-Votes: 505,076,089
Item 6. Shareowner Proposal Requesting a Global Transparency Report. Votes regarding this proposal were as follows:
Votes Cast For: 427,350,943 13.61 % Votes Cast Against: 2,712,323,285 86.39 % Abstentions: 29,626,918 Broker Non-Votes: 505,076,089
Item 7. Shareowner Proposal Regarding Political Expenditures Values Alignment. Votes regarding this proposal were as follows:
Votes Cast For: 913,744,315 29.08 % Votes Cast Against: 2,228,571,148 70.92 % Abstentions: 26,985,700 Broker Non-Votes: 505,076,089
Item 8. Shareowner Proposal Requesting an Independent Board Chair Policy. Votes regarding this proposal were as follows:
Votes Cast For: 615,675,181 19.81 % Votes Cast Against: 2,491,461,745 80.19 % Abstentions: 62,164,235 Broker Non-Votes: 505,076,089 Item 9. Shareowner Proposal Requesting a Report on Risks from State Policies Restricting Reproductive Rights. Votes regarding this proposal were as follows: Votes Cast For: 406,436,966 13.12 % Votes Cast Against: 2,692,066,904 86.88 % Abstentions: 70,796,884 Broker Non-Votes: 505,076,089
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