Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Compensatory Arrangements of Certain Officers.
The Board of Directors of
Among other things, the Equity Incentive Plan reflects amendments to (i)
increase the number of shares of the Company's common stock available for award
grants under the Equity Incentive Plan by 750,000 shares, and provide for a new
share limit that is equal to 2,000,000 shares plus the number of shares of
common stock reserved, but unissued, under our 2014 Omnibus Equity Incentive
Plan at the time the Equity Incentive Plan was originally approved, (ii)
increase the limit on the number of shares that may be delivered pursuant to
"incentive stock options" granted under the Equity Incentive Plan by 750,000
shares for a new limit of 1,820,477 incentive stock options; and (iii) extend
the term of the Equity Incentive Plan to
The foregoing summary of the Equity Incentive Plan and the amendments thereto is qualified in its entirety by reference to the text of the Equity Incentive Plan, which is attached hereto as Exhibit 10.1 and incorporated herein by this reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On
The final results of voting for each matter submitted to a vote of stockholders at the Annual Meeting are as follows:
1.Election of directors
Proposal 1 was the election of three nominees to serve as Class I directors until the 2024 annual meeting or until their successors are duly elected and qualified. The result of the vote was as follows:
Nominee Votes Votes Broker For Withheld Non-Votes Bernard Acoca 25,677,997 6,087,099 2,307,905 Carl ("Lili") Lynton 25,110,062 6,655,034 2,307,905 Michael G. Maselli 22,197,310 9,567,786 2,307,905
2. Ratification of appointment of
registered public accounting firm
Proposal 2 was the ratification of the appointment of
Votes For Votes Against Abstentions 33,968,159 75,913 28,929
3. Advisory vote regarding approval of the Company's named executive officers'
compensation
Proposal 3 was the non-binding advisory proposal regarding compensation of the Company's named executive officers. The result of the vote was as follows:
Votes For Votes Against Abstentions Broker Non-Votes 31,052,398 692,890 19,808 2,307,905
4. Approval of the 2018 Omnibus Equity Incentive Plan
Proposal 4 was the vote to approve the Company's Equity Incentive Plan, as amended (formerly known as the 2018 Omnibus Equity Incentive Plan), including an amendment to increase the number of shares of Common Stock reserved for issuance thereunder by 750,000 shares (the "Equity Incentive Plan"), the result of the vote was as follows:
75,9 Votes For Votes Against Abstentions Broker Non-Votes 31,075,950 671,808 17,338 2,307,905
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
10.1
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