Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders on May 20, 2021. Proxies
were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934.
At the meeting, holders of the Company's stock were asked (1) to elect twelve
directors to serve until the 2022 Annual Meeting of Stockholders and until their
successors are elected and qualified, (2) to ratify the appointment of Ernst &
Young LLP as the Company's independent auditors for the fiscal year ending
December 31, 2021, and (3) to cast a non-binding, advisory vote upon the
compensation of executive officers of the Company, as described in the Company's
proxy statement.
Each share of common stock was entitled to one vote with respect to matters
submitted to a vote of the Company's stockholders, and the voting results
reported below are final.
Proposal 1
Each of the Company's nominees for director as listed in the proxy statement was
elected as shown in the table below.
Nominee: Votes "For" Votes "Against" Abstentions Broker Non-votes
Glyn F. Aeppel 117,757,114 696,271 216,163 5,686,728
Terry S. Brown 116,774,331 1,678,302 216,915 5,686,728
Alan B. Buckelew 117,594,351 854,816 220,381 5,686,728
Ronald L. Havner, Jr. 104,050,295 14,398,631 220,622 5,686,728
Stephen P. Hills 117,847,380 601,253 220,915 5,686,728
Christopher B. Howard 118,187,901 254,964 226,683 5,686,728
Richard J. Lieb 113,203,968 5,220,502 245,078 5,686,728
Nnenna Lynch 118,228,571 225,127 215,850 5,686,728
Timothy J. Naughton 109,812,703 8,492,397 364,448 5,686,728
Benjamin W. Schall 117,404,183 1,047,972 217,393 5,686,728
Susan Swanezy 116,827,110 1,627,985 214,453 5,686,728
W. Edward Walter 114,444,054 4,010,620 214,874 5,686,728
Proposal 2
Stockholders ratified the selection of Ernst & Young LLP as the Company's
independent auditors for fiscal year 2021. 122,781,887 votes were cast in favor
of ratifying the selection of Ernst & Young LLP, 1,516,137 votes were cast
against, and there were 58,252 abstentions. There were no broker non-votes with
respect to Proposal 2.
Proposal 3
Stockholders approved the compensation paid to the Company's named executive
officers as disclosed pursuant to Item 402 of Regulation S-K. 110,524,938 votes
were cast in favor of approval of such compensation, 7,814,348 votes were cast
against, and there were 330,262 abstentions. There were 5,686,728 broker
non-votes with respect to Proposal 3.
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