Item 5.07 Submission of Matters to a Vote of Security Holders.
OnMay 10, 2023 , the Registrant held its 2023 Annual Meeting virtually. Proxies for the meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended.
The following matters were submitted to a vote of the stockholders:
The Registrant's stockholders elected the following individuals to its board of directors for one-year terms expiring in 2024:
Number of Shares Voted Number of Shares Voted Number of Shares Name For Against Abstained Broker Non-Votes Kelly H. Barrett 89,692,858 3,765,967 120,782 11,259,745 Glenn G. Cohen 91,611,115 1,752,640 215,852 11,259,745 Venkatesh S. Durvasula 92,898,056 350,508 331,043 11,259,745 Mary M. Hager 92,950,616 308,887 320,103 11,259,745 Barbara B. Lang 91,669,300 1,791,042 119,265 11,259,745 Frank C. McDowell 89,743,993 3,718,519 117,094 11,259,745 C. Brent Smith 92,912,555 542,399 124,652 11,259,745 Jeffery L. Swope 91,391,120 2,060,777 127,710 11,259,745 Dale H. Taysom 92,394,405 1,057,677 127,525 11,259,745 The Registrant's stockholders voted to ratify the appointment ofDeloitte and Touche, LLP , as independent registered public accountants for the fiscal year endedDecember 31, 2023 , as follows: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstained 101,345,827 3,358,190 134,947
The Registrant's stockholders voted to approve, on an advisory basis, the compensation of the named executive officers as disclosed in the proxy statement as follows:
Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstained Broker Non-Votes 87,273,538 4,752,699 1,553,370 11,259,745
The Registrant's stockholders voted to approve, on an advisory basis, the frequency of future approvals of compensation of the named executive officers as disclosed in the proxy statement as follows:
Number of Shares Voted- Number of Shares Number of
Shares
Annually Voted- Two Years Voted - Three Years Number of Shares Abstained Broker Non-Votes 90,324,451 134,136 2,866,396 254,623 11,259,745 In accordance with these results and its previous recommendation (as set forth in the definitive proxy statement for the 2023 Annual Meeting), the Board has determined that the Registrant will hold future "say on pay" votes annually until the next advisory vote on the frequency of "say on pay" votes, which the Registrant expects to hold no later than its 2029 Annual Meeting of Stockholders.
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