Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2022 Annual Meeting of Stockholders (the "Annual Meeting") held on
1.The Company's stockholders elected three Class III directors, who comprise all the directors of such class, to serve until the 2025 Annual Meeting of Stockholders and until their respective successors are duly elected or appointed and qualified. The numbers of shares that voted for the election of such directors, withheld authority to vote for such directors, and represented broker non-votes with respect to this proposal are summarized in the table below:
Director Nominee Votes For Votes Withheld Broker Non-Votes* Desmond Iain Catterall 134,239,385 18,291,750 16,453,627 Wesley R. Edens 135,785,293 16,745,842 16,453,627 Randal A. Nardone 137,474,496 15,056,639 16,453,627
2.The Company's stockholders ratified the appointment of
Votes For Votes Against Abstentions 168,900,455 79,773 4,534
* Broker non-votes are instances where a broker holding shares of record for a beneficial owner does not vote the shares because it has not received voting instructions from the beneficial owner and therefore is precluded by the rules of the Nasdaq Global Select Market ("Nasdaq") from voting on a particular matter. Under Nasdaq rules, when a broker holding shares in "street name" does not receive voting instructions from a beneficial owner, the broker has discretionary authority to vote on certain routine matters but is prohibited from voting on non-routine matters. Brokers who do not receive instructions are not entitled to vote on the election of directors, but they are entitled to vote on the ratification of the appointment of the independent registered public accounting firm.
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