Item 5.07. Submission of Matters to a Vote of Security Holders.
Proposal 1: Election of directors to the Company's Board of Directors, each to serve on the Company's Board for a term of one year or until their successor has been elected and qualified or until their earlier death, resignation or removal. The director nominees were: Nominee For Against Abstain Broker Non-Votes Lothar Maier 63,144,457 4,520,446 157,078 5,917,570 Sheri Rhodes 67,280,546 382,901 158,534 5,917,570 Michael D. Slessor 65,529,124 2,140,879 151,978 5,917,570 Thomas St. Dennis 64,819,090 2,845,877 157,014 5,917,570 Jorge Titinger 66,479,105 1,184,730 158,146 5,917,570 Brian White 67,423,633 240,642 157,706 5,917,570
Each director nominee was elected a director of the Company. Following the
Annual Meeting, the membership of the Company's board of directors comprises
* Chairperson of the Board of Directors. (1) Current member of theGovernance and Nominating Committee withMr. Maier as Chairperson. (2) Current member of the Compensation Committee withMs. Steven-Waiss as Chairperson. (3) Current member of the Audit Committee withMr. White as Chairperson. Proposal 2: Non-binding advisory vote to approve the Company's executive compensation: For Against Abstain Broker Non-Votes 66,363,958 1,275,436 182,587 5,917,570
The Company's stockholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in the Proxy Statement relating to the Annual Meeting.
Proposal 3: Amendment and restatement of the Company's Employee Stock Purchase Plan to increase the number of shares reserved for issuance under the Employee Stock Purchase Plan by 2,500,000 shares and to extend the term of the Stock Purchase Plan to 2033:
For Against Abstain Broker Non-Votes 67,493,755 169,862 158,364 5,917,570 This proposal was approved.
Proposal 6: Ratification of
For Against Abstain 71,202,771 2,362,381 174,399
This proposal was approved.
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