Item 5.07. Submission of Matters to a Vote of Security Holders
The results of voting on Proposals 1 through 4 (as numbered in the Company's 2025 Proxy Statement) submitted to the Company's stockholders for consideration at the Annual Meeting held on May 1, 2025, are set forth below.
Proposal 1.In an uncontested election, each of the following Class III directors proposed by management was elected to the Board of Directors (the "Board"), with a tabulation of votes to the nearest share as shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstain
|
|
Broker
Non-Votes
|
R. Madison Murphy
|
16,119,158
|
|
1,274,671
|
|
9,921
|
|
1,055,344
|
R. Andrew Clyde
|
17,204,648
|
|
189,013
|
|
10,089
|
|
1,055,344
|
David B. Miller
|
16,956,710
|
|
437,552
|
|
9,488
|
|
1,055,344
|
Rosemary L. Turner
|
17,016,583
|
|
374,741
|
|
12,426
|
|
1,055,344
|
Proposal 2.Stockholders ratified the Audit Committee of the Board's appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2025 fiscal year.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstain
|
Ratification of Appointment of Independent Registered Public Accounting Firm for Fiscal 2025
|
18,377,873
|
|
72,959
|
|
8,262
|
Proposal 3.Stockholders approved, on an advisory, non-binding basis, the compensation of the Company's named executive officers ("NEOs"), as disclosed pursuant to Item 402 of Regulation S-K and contained in the 2025 Proxy Statement, including the Compensation Discussion and Analysis, compensation tables, accompanying footnotes and narrative discussion.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstain
|
|
Broker
Non-Votes
|
Approval of Executive Compensation on an Advisory, Non-Binding Basis
|
17,228,748
|
|
150,810
|
|
24,192
|
|
1,055,344
|
Proposal 4.Stockholder proposal - elect each director annually. Stockholders approved a stockholder proposal regarding the election of each director annually as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstain
|
|
Broker
Non-Votes
|
Stockholder Proposal - Elect Each Director Annually
|
12,789,245
|
|
4,584,639
|
|
29,866
|
|
1,055,344
|