Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders ofBooz Allen Hamilton Holding Corporation (the "Company") was held onJuly 29, 2020 . The final voting results for each matter submitted to a vote of shareholders are set forth below.
Proposal 1: Election of Directors
Nominees Votes For Votes Against Votes Abstained Broker Non-Votes Ralph W. Shrader 118,183,250 1,042,423 39,496 8,997,069 Joan Lordi C. Amble 118,788,149 427,787 49,233 8,997,069 Michèle A. Flournoy 118,776,210 442,237 46,722 8,997,069 Proposal 2: The ratification of the selection ofErnst & Young LLP as the Company's independent registered public accounting firm for the Company's fiscal year 2021. For 126,638,639 Against 1,566,833 Abstained 56,766
Proposal 3: A non-binding advisory vote on the compensation for the Company's named
executive officers, as disclosed in the Compensation Discussion and Analysis section of the proxy statement. For 113,147,799 Against 5,167,949 Abstained 949,421 Broker Non-Votes 8,997,069
Proposal 4: Approval of the adoption of the Fifth Amended and Restated Certificate
of Incorporation to, among other things, eliminate the
classification of
the Board of Directors. For 119,162,613 Against 48,852 Abstained 53,704
Broker Non-Votes 8,997,069
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