Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 6, 2022, the Company held its 2022 Annual Meeting of Shareholders (the "Annual Meeting"). There were 843,160,562 shares of common stock represented at the Annual Meeting. The shareholders of the Company voted as follows on the following matters at the Annual Meeting:

1.Election of Directors. The eight directors were elected at the Annual Meeting for a one-year term based upon the following votes:


                                                                               Broker
Director Nominee                         For         Against      Abstain    Non-Votes
Timothy P. Flynn                     753,847,157    29,004,992   1,508,426   58,799,987
Paul R. Garcia                       781,505,805    1,618,488    1,236,282   58,799,987
Stephen J. Hemsley                   762,012,492    21,563,707    784,376    58,799,987
Michele J. Hooper                    750,721,428    32,149,895   1,489,252   58,799,987
F. William McNabb III                763,069,338    19,770,831   1,520,406   58,799,987
Valerie C. Montgomery Rice, M.D.     780,066,783    3,549,267     744,525    58,799,987
John H. Noseworthy, M.D.             746,355,879    36,521,435   1,483,261   58,799,987
Andrew Witty                         779,119,095    4,471,172     770,308    58,799,987



2.Non-binding advisory vote on executive compensation. The Company's executive
compensation was approved by a non-binding advisory vote based upon the
following votes:

                                           Broker
     For         Against      Abstain    Non-Votes
 736,876,105    46,176,651   1,307,819   58,799,987


3.Ratification of the appointment of Deloitte & Touche LLP. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2022 was ratified based upon the following votes:



     For         Against      Abstain
 816,574,416    25,392,660   1,193,486


4.Shareholder proposal seeking shareholder ratification of termination pay. The shareholder proposal was not approved based upon the following votes:


                                            Broker
     For          Against      Abstain    Non-Votes
 333,837,234    448,905,964   1,617,377   58,799,987


5.Shareholder proposal regarding political contributions congruency report. The shareholder proposal was not approved based upon the following votes:



                                             Broker
     For          Against      Abstain     Non-Votes
 287,876,389    465,520,907   30,963,279   58,799,987


--------------------------------------------------------------------------------

© Edgar Online, source Glimpses