Item 5.07 Submission of Matters to a Vote of Security Holders
Terreno Realty Corporation (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting") inBellevue, Washington . As of the record date, there were a total of 82,778,962 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. The following is a brief description of each matter voted upon at the Annual Meeting and a statement of the number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each matter, as applicable.
(a) Votes regarding the election of the persons named below as directors, each to
serve until the next annual meeting of stockholders and until his or her
successor has been duly elected and qualifies were as follows: Total Number of Total Number of Total Number of Names of Directors Votes Cast For Votes Against Votes Abstain Broker Non Votes W. Blake Baird 71,236,557 4,627,773 1,081,437 1,274,692 Michael A. Coke 75,683,324 1,258,313 4,130 1,274,692 Linda Assante 68,957,913 6,906,615 1,081,239 1,274,692 Gary N. Boston 76,337,449 604,169 4,149 1,274,692 Leroy E. Carlson 72,082,526 4,859,109 4,132 1,274,692 Irene H. Oh 76,274,458 666,633 4,676 1,274,692 Douglas M. Pasquale 64,930,391 12,011,243 4,133 1,274,692 Dennis Polk 68,246,586 8,691,128 8,053 1,274,692
Based on the votes set forth above, each of the foregoing persons was duly elected to serve as a director until the next annual meeting of stockholders and until his or her successor has been duly elected and qualifies.
(b) Votes regarding a non-binding, advisory resolution approving the compensation
of the Company's named executive officers were as follows: For Against Abstain Broker Non Votes 71,845,214 5,082,446 18,107 1,274,692
Based on the votes set forth above, the non-binding, advisory resolution approving the compensation of the Company's named executive officers was approved by the Company's stockholders.
(c) Votes regarding a non-binding, advisory proposal regarding the frequency of
holding future non-binding, advisory votes on the compensation of the Company's named executive officers, were as follows: 1 Year 2 Years 3 Years Abstain Broker Non Votes 75,790,551 56,199 1,091,956 7,061 1,274,692 Based on the votes set forth above, the Company's stockholders approved, on a non-binding, advisory basis, a frequency of every year for holding future non-binding, advisory votes on the compensation of the Company's named executive officers. After taking into consideration the foregoing voting results and the prior recommendation of the Board in favor of an annual advisory shareholder vote on the compensation of the Company's named executive officers, the Board intends to hold future non-binding advisory votes on the compensation of the Company's named executive officers every year.
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(d) Votes regarding the ratification of the Audit Committee's appointment of
for the 2023 fiscal year were as follows: For Against Abstain Broker Non Votes 77,720,417 445,846 54,196 - Based on the votes set forth above, the appointment ofErnst & Young LLP as the independent registered certified public accounting firm of the Company to serve for the fiscal year endingDecember 31, 2023 was duly ratified by the Company's stockholders. 4
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