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

UDR, Inc. (the "Company") held its Annual Meeting of Shareholders (the "Annual Meeting") on May 19, 2022. At the Annual Meeting, the Company's shareholders voted on the election of ten nominated directors to serve for the ensuing year, a resolution to approve, on an advisory basis, the compensation of the Company's named executive officers and a proposal to ratify the appointment of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022.

As of March 21, 2022, the record date for the Annual Meeting, there were 318,401,530 shares of the Company's common stock, 2,695,363 shares of its Series E preferred stock, and 12,455,650 shares of its Series F preferred stock issued and outstanding and entitled to vote on the proposals presented at the Annual Meeting. At the Annual Meeting, all of the ten directors were elected and all of the matters submitted for approval were approved. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company's shareholders at the Annual Meeting.

1. At the Annual Meeting, the Company's shareholders elected, by the vote indicated below, the following ten persons as directors of the Company, each to serve as such until the Company's annual meeting of shareholders to be held in 2023, or until his or her respective successor is duly elected and qualified:



Name                     Votes For    Votes Against   Abstentions   Broker Non-Votes
Katherine A. Cattanach  270,694,812      16,079,300       152,408         11,394,215
Jon A. Grove            266,878,533      19,873,606       174,381         11,394,215
Mary Ann King           283,919,132       2,856,856       150,532         11,394,215
James D. Klingbeil      254,085,770      32,489,837       350,913         11,394,215
Clint D. McDonnough     281,689,158       5,071,896       165,466         11,394,215
Robert A. McNamara      276,823,834       9,945,744       156,942         11,394,215
Diane M. Morefield      283,800,782       2,955,806       169,932         11,394,215
Kevin C. Nickelberry    284,563,758       2,182,740       180,022         11,394,215
Mark R. Patterson       256,887,234      29,861,257       178,029         11,394,215
Thomas W. Toomey        264,486,469      20,007,021     2,433,030         11,394,215

2. At the Annual Meeting, the shareholders approved, on an advisory basis, the compensation of the Company's named executive officers, as disclosed in the Company's Proxy Statement for the Annual Meeting pursuant to the compensation disclosure rules of the Securities and Exchange Commission, by the votes indicated below:



 Votes For   Votes Against  Abstentions  Broker Non-Votes
233,623,684   52,949,117      353,719       11,394,215

3. At the Annual Meeting, the shareholders approved the proposal to ratify the appointment of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for the year ending December 31, 2022, by the votes indicated below:

Votes For Votes Against Abstentions Broker Non-Votes 284,680,447 13,468,609 171,679 N/A

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