Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
Item 5.07. Submission of Matters to a Vote of Security Holders.
As described above, on
The following is a summary of the results of the matters voted on at the meeting.
1.The Company's stockholders elected
Votes Broker Votes For Withheld Non-Votes Carrie Bienkowski 1,639,276 1,106,733 2,144,085 Philip W. Johnston 2,021,610 724,399 2,144,085
2.The Company's stockholders did not approve a proposed amendment to the Company's 2015 Stock Incentive Plan (the "2015 Plan") to increase the maximum number of shares of common stock available for issuance under the 2015 Plan by an additional 749,000 shares, and remove the "annual refresh" feature in the 2015 Plan for the 2024 and 2025 fiscal years (the last remaining years for the for such refresh to be added under the current terms of the 2015 Plan). As a result, the proposed amendment will not become effective. The results of the stockholders' vote with respect to such approval were as follows:
Votes Votes Broker Votes For Against Abstaining Non-Votes 845,402 1,873,921 26,686 2,144,085
3.The Company's stockholders did not approve a proposed amendment to the Company's restated certificate of incorporation to increase the number of authorized shares of the Company's common stock from 20,000,000 shares to 40,000,000 shares. While a majority of the votes cast on the proposal were voted in favor of the proposal, the proposal's approval required the affirmative vote of holders of shares of common stock representing a majority of shares of common stock issued and outstanding as of the record date, and this standard was not met. As a
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result, the proposed amendment will not become effective. The results of the stockholders' vote with respect to such approval were as follows:
Votes Votes Votes For Against Abstaining 2,913,289 1,887,137 89,668
4.The Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's proxy statement for the 2023 Annual Meeting . The results of the stockholders' vote with respect to such approval were as follows:
Votes Votes Broker Votes For Against Abstaining Non-Votes 1,832,203 873,611 40,195 2,144,085
5.The Company's stockholders ratified the selection of
Votes Votes Votes For Against Abstaining 4,323,888 506,407 59,799
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