Item 5.07 Submission of Matters to a Vote of Security Holders
At the 2022 Annual Meeting of Shareholders held on
(1) elected the twelve Directors set forth below to serve for a term of one year expiring at the annual meeting in 2023 (or until their respective successors are elected and qualified); NOMINEES FOR WITHHOLD BROKER NON-VOTES Maria A. Crowe 64,366,390 2,926,016 3,035,932 Elizabeth Ann Harrell 66,307,783 984,623 3,035,932 Richard G. Kyle 65,980,804 1,311,602 3,035,932 Sarah C. Lauber 66,800,118 492,288 3,035,932 John A. Luke, Jr. 65,185,479 2,106,927 3,035,932 Christopher L. Mapes 66,246,559 1,045,847 3,035,932 James F. Palmer 66,793,624 498,782 3,035,932 Ajita G. Rajendra 66,837,780 454,626 3,035,932 Frank C. Sullivan 64,960,753 2,331,653 3,035,932 John M. Timken, Jr. 65,667,742 1,624,664 3,035,932 Ward J. Timken, Jr. 65,706,900 1,585,506 3,035,932 Jacqueline F. Woods 65,076,283 2,216,123 3,035,932
(2) approved, on an advisory basis, the resolution set forth below regarding named executive officer compensation;
RESOLVED, that the compensation of the named executive officers as disclosed
pursuant to the compensation disclosure rules of the
FOR AGAINST ABSTAIN BROKER NON-VOTES 66,009,382 999,906 283,111 3,035,939
(3) ratified the appointment of
FOR AGAINST ABSTAIN BROKER NON-VOTES 68,221,864 2,004,685 101,789 -
(4) approved a shareholder proposal requesting that our Board take each step necessary so that each voting requirement in our charter and bylaws (that is explicit or implicit due to default to state law) that calls for a greater than simple majority vote be eliminated, and replaced by a requirement for a majority of the votes cast for and against applicable proposals, or a simple majority in compliance with applicable laws.
FOR AGAINST ABSTAIN BROKER NON-VOTES 53,597,622 13,505,020 189,756 3,035,940
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