Item 2.02. Results of Operations and Financial Condition.

On May 6, 2022, Vistra Corp. (the "Company") issued a press release announcing, among other matters, its financial results for the quarter ended March 31, 2022. A copy of such press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 2.02 and in the attached Exhibit 99.1 is deemed to be furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act").

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

On May 3, 2022, the Company held its 2022 Annual Meeting of Stockholders, at which a quorum was present. The final voting results regarding each proposal are set forth in the following tables.

Proposal One - Election of Directors - Voting results for Proposal One were as follows:

Hilary E. Ackermann:



    For       Against   Abstain   Broker Nonvotes
357,610,343   999,541   167,019     23,587,857


Arcilia C. Acosta:

    For        Against    Abstain   Broker Nonvotes
353,985,970   4,614,711   176,223     23,587,857


Gavin R. Baiera:

    For        Against    Abstain   Broker Nonvotes
354,056,509   4,533,206   187,188     23,587,857


Paul M. Barbas:

    For        Against    Abstain   Broker Nonvotes
356,061,417   2,543,064   172,422     23,587,857


Lisa Crutchfield:

    For        Against    Abstain   Broker Nonvotes
356,750,907   1,854,785   171,211     23,587,857


Brian K. Ferraioli:

    For        Against    Abstain   Broker Nonvotes
357,568,436   1,019,287   189,180     23,587,857


Scott B. Helm:

    For        Against    Abstain   Broker Nonvotes
356,701,942   1,901,246   173,715     23,587,857


Jeff D. Hunter:

    For        Against    Abstain   Broker Nonvotes
356,889,614   1,700,317   186,972     23,587,857


Curtis A. Morgan:

    For        Against    Abstain   Broker Nonvotes
357,609,648   1,003,097   164,158     23,587,857

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John R. Sult:

    For        Against    Abstain   Broker Nonvotes
354,485,972   4,119,499   171,432     23,587,857

As a result, Hilary E. Ackermann, Arcilia C. Acosta, Gavin R. Baiera, Paul M. Barbas, Lisa Crutchfield, Brian K. Ferraioli, Scott B. Helm, Jeff D. Hunter, Curtis A. Morgan, and John R. Sult were elected to the Board.

Proposal Two - Approval, on an Advisory Basis, of Named Executive Officer Compensation. Voting results were as follows:

For Against Abstain Broker Nonvotes 349,500,939 8,136,387 1,139,577 23,587,857

As a result, the compensation of the named executive officers was approved on an advisory basis.

Proposal Three - Ratification of the Selection of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2022. Voting results were as follows:



    For        Against    Abstain
375,939,129   6,290,316   135,315

As a result, the Company's selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022 was ratified.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act.



Exhibit
  No.        Description

99.1           Press Release dated May 6, 2022.

104          The cover page from this Current Report on Form 8-K, formatted in
             Inline XBRL.

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