ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

(a) Annual Meeting Date.

The Annual Meeting of Stockholders of Werner Enterprises, Inc. (the "Company") was held on May 11, 2021 (the "Annual Meeting").

(b) Election of Directors and Other Matters Voted Upon.

At the Annual Meeting, the three proposals stated below were submitted to a vote of the Company's stockholders of record as of March 22, 2021. (Each proposal is described in detail in the Company's definitive proxy statement filed with the SEC on April 2, 2021.)

The final voting results for each proposal are provided below.

Proposal 1. The Company's stockholders elected three Class III directors to each serve on the Company's Board for a three-year term expiring at the 2024 Annual Meeting of Stockholders and until their respective successors are elected and qualified. In addition, as a result of certain vacancies, the Company's stockholders elected one Class I director to serve for a one-year term expiring at the 2022 Annual Meeting of Stockholders and one Class II director to serve for a two-year term expiring at the 2023 Annual Meeting of Stockholders. Final voting results for the elected directors were as follows:



                                                                                   Broker
                                      For            Against       Abstained      Non-Votes
Scott C. Arves-Class III             62,272,499         -             166,601      2,148,966
Vikram Mansharamani-Class III        62,270,831         -             168,269      2,148,966
Alexi A. Wellman-Class III           62,275,573         -             163,527      2,148,966
Carmen A. Tapio-Class I              62,268,745         -             170,355      2,148,966
Derek J. Leathers-Class II           62,224,434         -             214,666      2,148,966

Proposal 2. The Company's stockholders approved the advisory resolution on executive compensation. Final voting results were as follows:



                                                      Broker
     For              Against         Abstained      Non-Votes
    60,476,402     1,885,428              77,270      2,148,966

Proposal 3. The Company's stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021. Final voting results were as follows:



                                                      Broker
     For              Against         Abstained      Non-Votes
    63,272,923     1,258,415              56,728         -

--------------------------------------------------------------------------------

ITEM 8.01. ALL OTHER EVENTS.

On May 11, 2021, the Company's Board of Directors appointed Derek J. Leathers as Chairman of the Board of Directors and Clarence L. Werner as Chairman Emeritus, a non-voting advisory director position.

© Edgar Online, source Glimpses