DOVER CORP : Submission of Matters to a Vote of Security Holders (form 8-K)

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

On May 5, 2023, Dover Corporation (the "Company") held its Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the shareholders:

(1) elected nine directors,

(2) ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023,

(3) approved, on an advisory basis, the compensation of the Company's named executive officers as described in the Compensation Discussion and Analysis and the accompanying tables in the proxy statement ("Say-on-Pay") for the Annual Meeting, and

(4) approved, on an advisory basis, the frequency of future advisory votes on executive compensation of the Company's named executive officers as described in the proxy statement ("Say-on-Frequency") for the Annual Meeting. In light of the outcome of Say-on-Frequency vote, the Board adopted a resolution to hold a Say-on-Pay vote annually until the next required Say-on-Frequency vote.

The shareholders did not approve the shareholder proposal regarding approval of certain termination payments.

The voting results for each such proposal are reported below.

1. To elect nine directors:

       Director               For        Against     Abstain   Broker Non-Vote
   Deborah L. DeHaas      117,796,196    695,750     204,325      9,083,933
H. John Gilbertson, Jr.   117,629,924    861,024     205,323      9,083,933
  Kristiane C. Graham     105,901,056   12,592,152   203,063      9,083,933
  Michael F. Johnston     105,616,610   12,865,924   213,737      9,083,933
    Michael Manley        117,844,486    651,267     200,518      9,083,933
    Eric A. Spiegel       117,573,419    906,348     216,504      9,083,933
   Richard J. Tobin       117,344,673   1,164,699    186,899      9,083,933
    Stephen M. Todd       114,326,514   4,166,998    202,759      9,083,933
   Keith E. Wandell       114,999,826   3,499,315    197,130      9,083,933

2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023:

For Against Abstain Broker Non-Vote 123,470,169 4,139,923 170,112 0

3. To approve, on an advisory basis, the compensation of the Company's named
executive officers:

    For        Against    Abstain   Broker Non-Vote
110,947,024   7,389,286   359,961      9,083,933

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4. To approve, on an advisory basis, the frequency of holding an advisory vote on executive compensation:

One Year Two Years Three Years Abstain Broker Non-Vote 116,199,108 229,518 2,047,566 220,189 9,083,933

5. To consider a shareholder proposal regarding approval of certain termination
payments:

   For        Against     Abstain   Broker Non-Vote
9,283,612   109,014,811   397,848      9,083,933

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