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



On May 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 of Deloitte and
Touche, LLP, as independent registered public accountants for the fiscal year
ended December 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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