Item 5.07. Submission of Matters to a Vote of Security Holders.
OnJune 8, 2021 ,Urban Outfitters, Inc. (the "Company") held its Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the Company's shareholders (i) elected each of the Company's ten nominees for director to serve a term expiring at the Annual Meeting of Shareholders in 2022, (ii) ratified the appointment ofDeloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year endingJanuary 31, 2022 and (iii) approved, in an advisory, non-binding vote, the compensation of the Company's named executive officers. The results of the voting on the proposals presented at the Annual Meeting were as follows:
1. Proposal No. 1: Election of Directors.
Broker Nominee For Against Abstain Non-Vote Edward N. Antoian 89,909,941 285,700 269,243 4,647,486 Sukhinder Singh Cassidy 82,118,832 8,074,515 271,537 4,647,486 Harry S. Cherken, Jr. 59,763,349 30,427,231 274,304 4,647,486 Margaret A. Hayne 87,955,536 2,236,466 272,882 4,647,486 Richard A. Hayne 89,589,257 531,290 344,337 4,647,486 Elizabeth Ann Lambert 88,880,658 1,311,900 272,326 4,647,486 Amin N. Maredia 89,131,460 1,061,109 272,315 4,647,486 Wesley McDonald 89,136,354 1,055,453 273,077 4,647,486 Todd R. Morgenfeld 87,153,789 3,036,309 274,786 4,647,486 John C. Mulliken 90,000,490 189,749 274,645 4,647,486
2. Proposal No. 2: Ratification of the appointment of
For Against Abstain Broker Non-Vote 94,661,143 185,227 266,000 0 3. Proposal No. 3: Advisory, non-binding vote to approve executive compensation. For Against Abstain Broker Non-Vote 80,404,935 9,781,620 278,330 4,647,486
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Item 8.01. Other Events. Board Committees Following the Annual Meeting, the Company's Board of Directors (the "Board") reconstituted the membership of itsNominating and Governance Committee , decreasing membership from four to three to eliminate the vacancy created as a result of a Board member's resignation from the committee. The following table reflects the new Board positions: Sukhinder Harry S. Elizabeth Edward N. Singh Cherken, Margaret Richard A. Ann Amin N. Wesley Todd R. John C. Antoian Cassidy Jr. A. Hayne Hayne Lambert Maredia McDonald Morgenfeld Mulliken Chairman of the Board X Lead Independent Director X Committee Memberships Audit X Chair X Compensation and Leadership Development X X X Chair Nominating and Governance Chair X X
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