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

On April 25, 2023, the Company held its 2023 Annual Meeting of Stockholders (the "Annual Meeting"). As of the February 27, 2023 record date, there were 60,754,664 shares of the Company's common stock outstanding. The holders of 57,744,898 shares of common stock, representing 95.0% of the outstanding shares entitled to vote as of the record date, were represented at the Annual Meeting in person or by proxy. This amount represented a quorum. Set forth below are the final voting results for each of the four proposals submitted to a vote of the Company's stockholders at the Annual Meeting. The proposals are described in detail in the Company's 2023 Proxy Statement, filed with the Securities and Exchange Commission on March 10, 2023 (the "2023 Proxy Statement").

Proposal 1.

The following nominees were elected to the Board of Directors to hold office for one year or until their successors are elected and qualified. There were no abstentions, and 1,617,225 broker non-votes, with respect to this matter. The voting results were as follows:



                                               For             Withhold
               Eugene J. Lowe, III         55,431,514          696,159
               Dennis J. Martin            54,168,514        1,959,159
               William F. Owens            48,756,508        7,371,165
               Shashank Patel              55,839,592          288,081
               Brenda L. Reichelderfer     53,867,505        2,260,168
               Jennifer L. Sherman         55,222,254          905,419
               John L. Workman             54,581,664        1,546,009



Proposal 2.

The stockholders, in an advisory vote, approved the named executive officer compensation as disclosed in the 2023 Proxy Statement. There were 1,617,225 broker non-votes with respect to this matter. The voting results were as follows:



                            For            Against       Abstentions
                         53,398,505       2,668,082         61,086



Proposal 3.

The stockholders, in an advisory vote, approved the annual frequency of future advisory votes on executive officer compensation. There were 1,617,225 broker non-votes with respect to this matter. The voting results were as follows:



                       1 Year         2 Years        3 Years       Abstentions
                     53,130,312       90,341        2,870,072         36,948


In accordance with the stockholder vote on this proposal at our 2023 Annual Meeting, the Board has determined that the Company's policy is to hold a stockholder advisory vote on executive compensation every year until the next required advisory vote on the frequency of advisory votes on executive officer compensation. The Company is required to hold advisory votes on frequency every six years.

Proposal 4.

The stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2023. There were no broker non-votes with respect to this matter. The voting results were as follows:



                            For            Against       Abstentions
                         57,209,900        427,194         107,804


Item 9.01   Financial Statements and Exhibits.


(d)      Exhibits
         104            Cover Page Interactive Data File (embedded within the Inline XBRL
                        Document)


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