Item 5.07 Submission of Matters to a Vote of Security Holders.
MSCI Inc. (the "Company") held its annual meeting of stockholders onApril 25, 2023 (the "Annual Meeting") as a virtual meeting. The issued and outstanding shares of the Company's common stock,$0.01 par value per share, entitled to vote at the Annual Meeting consisted of 80,063,020 shares, each share being entitled to one vote. The following is a summary of the voting results for each matter presented to the stockholders:
(a) Proposal 1 - Election of members of the Company's Board of Directors
Director For Against Abstain Broker Non-Vote Henry A. Fernandez 67,458,859
2,383,296 565,654 3,405,019 Robert G. Ashe 70,065,588 126,386 215,835 3,405,019 Wayne Edmunds 70,051,284 141,340 215,185 3,405,019 Catherine R. Kinney 68,734,127 1,459,048 214,634 3,405,019 Robin Matlock 70,043,467 149,214 215,128 3,405,019 Jacques P. Perold 70,070,257 122,318 215,234 3,405,019 C.D. Baer Pettit 69,660,373 533,774 213,662 3,405,019 Sandy C. Rattray 69,423,178 769,702 214,929 3,405,019 Linda H. Riefler 66,844,681 3,349,296 213,832 3,405,019 Marcus L. Smith 69,517,656 674,886 215,267 3,405,019 Rajat Taneja 70,099,695 92,558 215,556 3,405,019 Paula Volent 70,095,467 98,055 214,287 3,405,019 With respect to the foregoing Proposal 1, each director was elected and received the affirmative vote of a majority of the votes cast "for" or "against" him or her at the Annual Meeting. (b) Proposal 2 - Approval, by non-binding vote, of the Company's executive compensation. For Against Abstain Broker Non-Vote 68,958,260 1,230,704 218,845 3,405,019
The foregoing Proposal 2 was approved.
(c) Proposal 3 - Recommendation, by non-binding vote, on the frequency of advisory votes
to approve the Company's executive compensation. 1 Year 2 Years 3 Years Abstain Broker Non-Vote 69,827,553 6,595 454,678 118,983 3,405,019
Based on the voting results of Proposal 3, the Company will hold future advisory votes to approve the Company's executive compensation every year until the occurrence of the next required advisory vote on the frequency of future advisory votes to approve the Company's executive compensation.
(d) Proposal 4 - Ratification of the appointment of
independent auditor for fiscal year 2023. For Against Abstain 73,234,762 369,119 208,947
The foregoing Proposal 4 was ratified.
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