Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting was held on October 13, 2021. Proxies for the Annual Meeting
were solicited by the Board pursuant to Section 14(a) of the Securities Exchange
Act of 1934, as amended, and there was no solicitation in opposition to the
Board's solicitation. There were 6,484,295 Class A shares, with each Class A
share entitling the record holder thereof to one vote per share and 623,457
Class B shares, with each Class B share entitling the record holder thereof to
10 votes per share, for a combined total of 7,107,752 Class A and Class B shares
entitled to vote at the Annual Meeting. A total of 5,226,286 Class A shares and
4,365,402 Class B shares, for a combined total of 9,591,688 Class A and Class B
shares represented at the Annual Meeting in person or by proxy, after giving
effect to the respective voting power of the Class A shares and Class B shares
described in the previous sentence. The final votes on the proposals presented
at the meeting were as follows:
Proposal No. 1 - Election of Directors
Deborah R. Gordon was elected as a director by the Class A shareholders to hold
office until the 2024 Annual Meeting of Stockholders and until her successor has
been duly elected and qualified, or, if sooner, until her death, resignation, or
removal, by the following vote:
Nominee For Withheld Broker Non-Vote
Deborah R. Gordon 2,052,304 2,196,809 1,090,563
Douglas A. Starrett was elected as a director by the Class A and Class B
shareholders to hold office until the 2024 Annual Meeting of Stockholders and
until his successor has been duly elected and qualified, or, if sooner, until
his death, resignation, or removal, by the following vote:
Nominee
For Withheld Broker Non-Vote
Douglas A. Starrett 7,208,253 1,292,872 1,090,563
Proposal No. 2 - Approval of The L.S. Starrett Company 2021 Long-Term Incentive
Plan
The Company's Class A and Class B shareholders voted to approve The L.S.
Starrett 2021 Long-Term Incentive Plan, by the following vote:
For Against Abstain Broker Non-Vote
7,326,106 1,050,913 124,107 1,090,563
Proposal No. 3 - Ratification of Selection of Independent Registered Public
Accounting Firm
The Company's Class A and Class B shareholders ratified the selection by the
Audit Committee of the Board of Grant Thornton LLP as the Company's independent
registered public accounting firm for the fiscal year ending June 30, 2022, by
the following vote:
For Against Abstain
9,333,756 48,932 209,000
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