Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 15, 2026, Oceaneering held its annual meeting of shareholders. The matters voted on and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to such matters, as applicable, were as stated below:
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1
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The three nominees proposed by our Board of Directors were elected as Class I directors for a three-year term that is scheduled to expire at Oceaneering's 2029 annual meeting of shareholders, and the voting results were set forth below:
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Name of Director
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For
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Withheld
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Broker Non-Votes
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William B. Berry
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86,283,596.85
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2,738,889.00
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3,907,815.15
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Reema Poddar
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81,758,993.85
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7,263,492.00
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3,907,815.15
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Jon Erik Reinhardsen
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72,080,298.85
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16,942,187.00
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3,907,815.15
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2.
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The resolution to approve, on an advisory basis, the compensation of Oceaneering's named executive officers was approved, and the voting results are set forth below:
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For
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Against
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Abstentions
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Broker Non-Votes
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85,566,754.16
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2,461,108.69
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994,623.00
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3,907,815.15
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3.
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The appointment of Ernst & Young LLP as independent auditors of Oceaneering for the year ending December 31, 2026 was ratified, and the voting results are set forth below:
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For
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Against
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Abstentions
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Broker Non-Votes
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90,695,916.00
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2,160,916.00
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73,469.00
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0.00
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1