Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual General Meeting of Shareholders (the "General Meeting") ofSensata Technologies Holding plc (the "Company") was held onMay 26, 2022 . A total of 145,922,448 ordinary shares, or 92.94% of the total shares entitled to vote, were represented at the General Meeting in person or by proxy. Set forth below are the matters the shareholders voted on and the final voting results. The proposals below are described in detail in the Proxy Statement for the General Meeting previously filed with theSecurities and Exchange Commission .
1. Ordinary resolution to approve the election of Directors:
Nominee Votes For Votes Against Abstentions Broker Non-Votes Andrew C. Teich 140,322,415 2,004,955 21,840 3,573,238 Jeffrey J. Cote 141,514,353 816,180 18,677 3,573,238 John P. Absmeier 141,528,372 798,789 22,049 3,573,238 Daniel L. Black 141,523,354 803,162 22,694 3,573,238 Lorraine A. Bolsinger 141,431,357 894,063 23,790 3,573,238 James E. Heppelmann 117,959,994 24,368,291 20,925 3,573,238 Constance E. Skidmore 140,701,648 1,625,221 22,341 3,573,238 Steven A. Sonnenberg 140,882,262 1,444,532 22,416 3,573,238 Martha N. Sullivan 140,728,826 794,155 826,229 3,573,238 Stephen M. Zide 141,500,820 826,692 21,698 3,573,238
Each of the nominees was elected for a term of one year.
2. Ordinary advisory resolution to approve the compensation of our named executive officers:
Votes For Votes Against Abstentions Broker Non-Votes
138,133,807 4,156,851 58,552 3,573,238
This resolution was approved.
3. Ordinary resolution to ratify the appointment of
Votes For Votes Against Abstentions Broker Non-Votes 144,588,588 1,323,010 10,850 -
This resolution was approved.
4. Ordinary advisory resolution to approve the Director Compensation Report: Votes For Votes Against Abstentions Broker Non-Votes 138,487,348 3,804,719 57,143 3,573,238
This resolution was approved.
5. Ordinary advisory resolution to approve the Director Compensation Policy: Votes For Votes Against Abstentions Broker Non-Votes 141,042,402 1,249,370 57,438 3,573,238
This resolution was approved.
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6. Ordinary resolution to approve the reappointment of
Votes For Votes Against Abstentions Broker Non-Votes
145,131,680 777,517 13,251 - This resolution was approved. 7. Ordinary resolution to authorize the Audit Committee, for and on behalf of the Board, to determine the remuneration ofErnst & Young LLP , in its capacity as ourU.K. statutory auditor:
Votes For Votes Against Abstentions Broker Non-Votes
145,772,619 131,268 18,561 - This resolution was approved. 8. Ordinary resolution to receive the Company's 2021 Annual Report and Accounts: Votes For Votes Against Abstentions Broker Non-Votes 145,023,927 25,257 873,264 - This resolution was approved.
9. Special resolution to approve forms of share repurchase contracts and repurchase counterparties:
Votes For Votes Against Abstentions Broker Non-Votes
144,963,651 940,627 18,170 - This resolution was approved.
10. Ordinary resolution to authorize the Board of Directors, in accordance with
section 551 of the
Votes For Votes Against Abstentions Broker Non-Votes
142,582,449 3,325,567 14,432 -
This resolution was approved.
11. Special resolution to authorize the Board of Directors, in accordance with section 570 of theU.K. Companies Act, to issue equity securities without the rights of preemption provided by section 561 of theU.K. Companies Act:
Votes For Votes Against Abstentions Broker Non-Votes
145,209,421 686,855 26,172 - This resolution was approved. 12. Ordinary resolution to authorize the Board of Directors, in accordance with section 551 of theU.K. Companies Act, to exercise all powers of the Company to issue equity shares under our equity incentive plans:
Votes For Votes Against Abstentions Broker Non-Votes
145,705,548 156,700 60,200 - This resolution was approved. 3
-------------------------------------------------------------------------------- 13. Special resolution to authorize the Board of Directors, in accordance with section 570 of theU.K. Companies Act, to issue equity shares under our equity incentive plans without the rights of preemption provided by section 561 of theU.K. Companies Act:
Votes For Votes Against Abstentions Broker Non-Votes
145,692,518 169,253 60,677 - This resolution was approved. 4
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