Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Stockholders for Western Asset Mortgage Capital Corporation (the "Company") was held on June 19, 2020. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders.

1.The nominees for election of Directors, each for a one-year term, were elected based upon the following votes:



         Nominees           Votes For    Votes Withheld     Broker Non-Votes
Edward D. Fox               20,940,935       914,228           23,199,698
James W. Hirschmann III     20,932,777       922,386           23,199,698
Ranjit M. Kripalani         20,917,299       937,864           23,199,698
M. Christian Mitchell       20,953,396       901,767           23,199,698
Jennifer W. Murphy          20,931,319       923,844           23,199,698
Lisa G. Quateman            20,205,170      1,649,993          23,199,698
Richard W. Roll             18,284,288      3,570,875          23,199,698


2.The advisory, non-binding proposal on the Company's executive compensation for 2019 was approved based on the following votes:



 Votes For     Votes Against    Abstentions     Broker Non-Votes
 19,326,026      1,808,085        724,936          23,195,814


3.The advisory, non-binding proposal on the frequency of future advisory votes on the Company's executive compensation received the following votes:



  Every Year     Every 2 Years     Every 3 Years     Abstain     Broker Non-Votes
  14,959,244        457,412          5,979,489       459,018        23,199,698


4.The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020 was approved based upon the following votes:



 Votes For     Votes Against    Abstentions     Broker Non-Votes
 43,063,352      1,532,377        455,248            3,884






--------------------------------------------------------------------------------

© Edgar Online, source Glimpses