Item 5.07 Submission of Matters to a Vote of Security Holders.
Proposal One: Election of Directors
The Company's shareholders elected the following nominees for director to serve for one-year terms or until their successors shall be elected and qualified based upon the following votes:
Nominee For Withheld Broker Non-Votes Phyllis R. Caldwell 66,898,397 1,650,981 39,832,946 Alan J. Bowers 67,205,214 1,344,164 39,832,946 Jenne K. Britell 66,968,602 1,580,776 39,832,946 Jacques J. Busquet 66,831,757 1,717,621 39,832,946 Glen A. Messina 67,328,362 1,221,016 39,832,946
67,605,395 943,983 39,832,946
Proposal Two: Ratification, on an advisory basis, of Appointment of Independent Registered Public Accounting Firm
The Company's shareholders ratified, on a non-binding advisory basis, the
appointment of
For 106,348,312 Against 1,629,995 Abstain 404,017
Proposal Three: Advisory Vote on Named Executive Officer Compensation
The Company's shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers based upon the following votes:
For 60,551,498 Against 6,742,083 Abstain 1,255,797 Broker Non-Votes 39,832,946
Proposal Four: Advisory Vote on an Amendment to the Articles of Incorporation to Implement a Reverse Stock Split and Reduce the Number of Authorized Shares
The Company's shareholders approved, on a non-binding advisory basis, an amendment to the Company's Articles of Incorporation to implement a reverse stock split of the Company's issued and outstanding common stock in a ratio between 1-for-5 and 1-for-25 and reduce the number of authorized shares of the Company's common stock by the same proportion as the ratio of our reverse stock split based upon the following votes:
For 105,225,029 Against 2,953,411 Abstain 203,884
The Board will take this advisory approval into consideration as it continues to assess the appropriateness of implementing a reverse stock split and determine the timing and ratio of any such split.
Proposal Five: Adjournment of the Annual Meeting
The Company's shareholders approved an adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there were not sufficient votes at the time of the Annual Meeting to approve Proposal Four based upon the following votes:
For 99,871,782 Against 8,319,825 Abstain 190,717
As there were sufficient votes at the time of the Annual Meeting to approve Proposal Four, no adjournment pursuant to Proposal Five was required.
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