Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
A more detailed summary of the Amended Plan is included in the Company's
definitive proxy statement filed with the
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, held
Proposal 1 - Election of Directors
Votes Broker Director Nominee Votes For Against Abstentions Non-Votes John F. Brock 184,453,057 5,391,269 655,495 28,654,046 Richard D. Fain 184,772,076 5,084,893 642,852 28,654,046 Stephen R. Howe, Jr. 181,751,853 7,939,646 808,322 28,654,046 William L. Kimsey 182,487,601 7,352,813 659,407 28,654,046 Michael O. Leavitt 188,795,869 1,030,527 673,425 28,654,046 Jason T. Liberty 188,037,903 1,808,333 653,585 28,654,046 Amy McPherson 187,783,397 2,064,127 652,297 28,654,046 Maritza G. Montiel 186,168,207 3,676,080 655,534 28,654,046 Ann S. Moore 186,187,589 3,659,402 652,830 28,654,046 Eyal M. Ofer 183,977,223 5,864,620 657,978 28,654,046 William K. Reilly 187,618,402 2,226,421 654,998 28,654,046 Vagn O. Sørensen 179,310,198 10,529,693 659,930 28,654,046 Donald Thompson 186,594,836 3,247,702 657,283 28,654,046 Arne Alexander Wilhelmsen 184,042,147 5,804,748 652,926 28,654,046
Each of the fourteen nominees listed above was elected to the Board of Directors, each having received the affirmative vote of a majority of the votes cast.
Proposal 2 - Advisory Approval of the Compensation of the Company's Named Executive Officers
Number Votes For 147,879,905 Votes Against 38,419,788 Abstentions 4,200,128
Broker Non-Votes 28,654,046
The compensation of our named executive officers was approved on an advisory basis, having received the affirmative vote of a majority of the votes cast.
Proposal 3 - Ratification of the Auditors
Number Votes For 212,255,734 Votes Against 6,155,796 Abstentions 742,337
The selection of
Proposal 4 - Approval of the Amended and Restated 2008 Equity Incentive Plan
Number Votes For 184,925,808 Votes Against 3,999,088 Abstentions 1,574,925 Broker Non-Votes 28,654,046
The Amended and Restated 2008 Equity Incentive Plan was approved, having received the affirmative vote of a majority of the votes cast.
Item 9.01 Financial Statements and Exhibits. (d) Exhibits
Exhibit 10.1 - Amended and Restated 2008 Equity Incentive Plan
Exhibit 104 - Cover Page Interactive Data File (embedded within the Inline XBRL document)
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