Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 15, 2022, Vertiv Holdings Co (the "Company") held its 2022 Annual Meeting of Stockholders (the "Annual Meeting") in a virtual-only format via live webcast. Of the 376,686,144 shares of the Company's Class A common stock outstanding and entitled to vote at the Annual Meeting, 340,405,359, shares (or 90.36%), constituting a quorum, were represented in person (online) or by proxy at the Annual Meeting.

Set forth below are the final voting results for the three proposals submitted to a vote of the stockholders at the Annual Meeting. The proposals are described in detail in the Company's definitive proxy materials which were filed with the Securities and Exchange Commission and first made available to stockholders on April 28, 2022.

Proposal 1: Stockholders elected nine directors to the Company's Board of Directors, each for a term of one year expiring at the Company's 2023 annual meeting of stockholders and until such director's successor has been duly elected and qualified, based on the following votes:



  Director Nominee            For            Withhold                    Broker Non-Votes
David M. Cote             323,289,368       4,245,881                       12,870,110
Rob Johnson               323,564,076       3,971,173                       12,870,110
Joseph van Dokkum         239,479,401       88,055,848                      12,870,110
Roger Fradin              229,829,311       97,705,938                      12,870,110
Jacob Kotzubei            297,249,095       30,286,154                      12,870,110
Matthew Louie             319,230,895       8,304,354                       12,870,110
Edward L. Monser          279,085,378       48,449,871                      12,870,110
Steven S. Reinemund       323,127,987       4,407,262                       12,870,110
Robin L. Washington       321,471,553       6,063,696                       12,870,110

Proposal 2: Stockholders approved, on an advisory basis, the compensation of the Company's named executive officers, based on the following votes:



     For            Against        Abstentions        Broker Non-Votes
 311,611,158       15,712,440        211,651             12,870,110

Proposal 3: Stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022, based on the following votes:



     For            Against       Abstentions        Broker Non-Votes
 335,905,097       4,351,001        149,261                 -

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