Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 22, 2023, Ouster, Inc. (the "Company") held its Annual Meeting of
Stockholders (the "2023 Annual Meeting"). At the 2023 Annual Meeting, a total of
22,214,760 shares of common stock were present in person or represented by
proxy, representing approximately 57.36% of the Company's outstanding common
stock as of April 27, 2023, the record date for the 2023 Annual Meeting. The
following are the voting results for the proposals considered and voted upon at
the 2023 Annual Meeting, each of which was described in the Company's definitive
proxy statement filed with the Securities and Exchange Commission on May 1,
2023.
Item 1 - Election of two Class II directors to serve until the Company's 2026
annual meeting of stockholders and until their respective successors shall have
been duly elected and qualified.
Votes Votes Broker
NOMINEE FOR WITHHELD Non-Votes
Virginia Boulet 9,363,468 1,544,990 11,306,302
Riaz Valani 10,468,198 440,260 11,306,302
Item 2 - Ratification of the appointment of PricewaterhouseCoopers LLP as the
Company's independent registered public accounting firm for the year ending
December 31, 2023.
Votes Votes Votes Broker
FOR AGAINST ABSTAINED Non-Votes
21,329,733 771,830 113,197 0
Item 3 - Approval, on an advisory (non-binding) basis, of the compensation of
the Company's named executive officers.
Votes Votes Votes Broker
FOR AGAINST ABSTAINED Non-Votes
9,818,711 642,915 446,832 11,306,302
Based on the foregoing votes, each of Virginia Boulet and Riaz Valani was
elected as a Class II director, Item 2 was approved and Item 3 was approved. No
other items were presented for shareholder approval at the 2023 Annual Meeting.
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