Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2023 Annual Meeting of Shareholders held on
The tables below set forth the number of votes cast for and against, and the number of abstentions and broker non-votes, for each matter voted upon by the Company's shareholders.
Proposal # 1 - The election of ten directors to hold office until the next annual meeting of shareholders and until their respective successors have been duly elected and qualified:
Nominee For Against Abstentions Broker Non-Votes Kenneth J. Bacon 406,976,064 30,173,761 292,569 24,459,151 Karen B. DeSalvo 435,732,534 1,458,505 251,355 24,459,151 Philip L. Hawkins 421,547,323 15,612,225 282,846 24,459,151 Dennis G. Lopez 429,005,192 8,154,261 282,941 24,459,151 Shankh Mitra 435,607,458 1,553,004 281,932 24,459,151 Ade J. Patton 433,979,418 3,193,027 269,949 24,459,151 Diana W. Reid 433,989,934 3,197,290 255,170 24,459,151 Sergio D. Rivera 433,969,396 3,180,846 292,152 24,459,151 Johnese M. Spisso 428,984,860 8,182,136 275,398 24,459,151 Kathryn M. Sullivan 427,677,704 9,508,968 255,722 24,459,151
Each of the directors was elected at the Annual Meeting.
Proposal #2 - The ratification of the appointment of
For Against Abstentions Broker Non-Votes 440,020,061 21,492,128 389,356 0
This proposal was approved at the Annual Meeting.
Proposal #3 - The approval, on an advisory basis, of the compensation of the Company's named executive officers as disclosed in the 2023 Proxy Statement:
For Against Abstentions Broker Non-Votes 226,487,722 210,356,346 598,326 24,459,151
This proposal was approved at the Annual Meeting.
Proposal #4 - An advisory vote on the frequency of future advisory votes on executive compensation:
1 Year 2 Years 3 Years Abstentions Broker Non-Votes 423,190,210 354,568 13,553,311 344,305 24,459,151
A frequency of every year was approved under this proposal at the Annual Meeting. In accordance with the Board's recommendation and the voting results on this advisory proposal, the Company will hold an annual advisory vote to approve the compensation of its named executive officers.
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