Item 5.07. Submission of Matters to a Vote of Security Holders
VMware held its Annual Meeting of Stockholders onJuly 23, 2021 (the "Annual Meeting"). At the Annual Meeting, the stockholders of the Company (1) elected the three Class II, Group I director nominees and the one Class II, Group II director nominee to each serve a three-year term expiring at the 2024 Annual Meeting of Stockholders; (2) approved, on an advisory basis, the compensation of the Company's named executive officers; (3) approved an amendment to the Amended and Restated 2007 Equity and Incentive Plan; (4) approved an amendment to the Amended and Restated 2007 Employee Stock Purchase Plan; (5) ratified the selection by the Audit Committee of the Company's Board of Directors ofPricewaterhouseCoopers LLP to serve as the Company's independent auditor for the fiscal year endingJanuary 28, 2022 .
1.Election of
Class For Against Abstain Class II, Group I Michael Brown Class B 3,072,218,360 0 0 Karen Dykstra Class B 3,072,218,360 0 0 Rangarajan (Raghu) Raghuram Class B 3,072,218,360 0 0 Class For Against Abstain Broker Non-Votes Class II, Group II Kenneth Denman Class A 73,451,844 3,025,490 1,271,150 20,000,510 Class B 307,221,836 0 0 0 2.Non-binding advisory vote on the compensation of the Company's named executive officers: Class For Against Abstain Broker Non-Votes Class A 64,841,468 7,771,363 1,268,677 20,000,510 Class B 3,072,218,360 0 0 0 3.Approval of an amendment to the Amended and Restated 2007 Equity and Incentive Plan: Class For Against Abstain Broker Non-Votes Class A 55,192,316 18,589,630 99,562 20,000,510 Class B 3,072,218,360 0 0 0 4.Approval of an amendment to the Amended and Restated 2007 Employee Stock Purchase Plan: Class For Against Abstain Broker Non-Votes Class A 55,629,052 18,183,726 68,730 20,000,510 Class B 3,072,218,360 0 0 0
5.Ratification of the selection of
Against Abstain Class A 92,233,150 1,583,445 65,423 Class B 3,072,218,360 0 0
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