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

Annual Meeting Results

The Annual Meeting of Stockholders of the Company was held on October 6, 2022. The following matters were voted on at the Annual Meeting, and the results were as follows:

(i) Election of Kirkland B. Andrews, General Ellen M. Pawlikowski (Ret.), Frank C. Sullivan and Elizabeth F. Whited as Directors of the Company. The nominees were elected as Directors with the following votes:

Kirkland B. Andrews

For                  99,192,309
Withheld              7,863,522
Broker Non-Votes      9,461,338

General Ellen M. Pawlikowski (Ret.)



For                  106,599,027
Withheld                 456,804
Broker Non-Votes       9,461,338


Frank C. Sullivan

For                  102,527,071
Withheld               4,528,760
Broker Non-Votes       9,461,338


Elizabeth F. Whited

For                  99,316,093
Withheld              7,739,738
Broker Non-Votes      9,461,338

In addition to the Directors above, the following Directors' terms of office continued after the Annual Meeting: John M. Ballbach, Bruce A. Carbonari, Jenniffer D. Deckard, Salvatore D. Fazzolari, Julie A. Lagacy, Robert A. Livingston, Frederick R. Nance and William B. Summers, Jr.

(ii) The proposal to approve, on an advisory, non-binding basis, the compensation of the Company's named executive officers, was approved with the following votes:



For                  71,303,708
Against              35,067,370
Abstain                 684,753
Broker Non-Votes      9,461,338

(iii) The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending May 31, 2023 was approved with the following votes:



For                  116,040,895
Against                  272,734
Abstain                  203,540
Broker Non-Votes               0

For information on how the votes for the above matters were tabulated, see the Company's Definitive Proxy Statement used in connection with the Annual Meeting of Stockholders on October 6, 2022.


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Item 8.01. Other Events.

On October 6, 2022, the Company issued a press release announcing an increase in its quarterly cash dividend. A copy of the press release is furnished with this current report on Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits.

Exhibit
Number       Description

99.1           Press Release of the Company, dated October 6, 2022, announcing a
             dividend increase.

104          Cover Page Interactive Data File (embedded within the Inline XBRL
             document)

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