ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The 2023 Annual Meeting of Stockholders of the registrant occurred on April 26, 2023. Represented at the meeting, in person or by proxy, were 266,974,459 shares constituting approximately 99% of the issued and outstanding shares entitled to vote.
1. ELECTION OF DIRECTORS.
The following directors were elected:
| | | | | | | | | | | | | | | | | |
| Votes For | | Votes Withheld | | Broker Non-Votes |
Michael A. Bless | 262,454,340 | | 1,591,516 | | 2,928,603 |
Jose O. Montemayor | 261,991,990 | | 2,053,866 | | 2,928,603 |
Don M. Randel | 261,737,488 | | 2,308,368 | | 2,928,603 |
Andre Rice | 262,512,662 | | 1,533,194 | | 2,928,603 |
Dino E. Robusto | 258,386,249 | | 5,659,607 | | 2,928,603 |
Kenneth I. Siegel | 258,311,066 | | 5,734,790 | | 2,928,603 |
Andrew H. Tisch | 258,326,604 | | 5,719,252 | | 2,928,603 |
Benjamin J. Tisch | 258,323,109 | | 5,722,747 | | 2,928,603 |
James S. Tisch | 255,590,395 | | 8,455,461 | | 2,928,603 |
Jane J. Wang | 258,320,854 | | 5,725,002 | | 2,928,603 |
2. AN ADVISORY (NON-BINDING) VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.
Over 98% of the shares eligible to vote approved, on an advisory (non-binding) basis, the Company's named executive officer compensation, as identified below in the table.
| | | | | | | | | | | | | | | | | | | | | | | |
| Votes For | | Votes Against | | Votes Abstained | | Broker Non-Votes |
Advisory vote on executive compensation | 261,057,456 | | 2,954,471 | | 33,929 | | 2,928,603 |
3. AN ADVISORY (NON-BINDING) VOTE TO DETERMINE THE FREQUENCY OF A STOCKHOLDER VOTE ON EXECUTIVE COMPENSATION.
Over 99% of the shares eligible to vote determined, on an advisory (non-binding) basis, whether a stockholder vote on executive compensation should be held every year, two years or three years, as identified below in the table.
| | | | | | | | | | | | | | | | | | | | | | | |
| 1 Year | | 2 Years | | 3 Years | | Votes Abstained |
Advisory vote on the frequency of a stockholder vote on executive compensation | 263,150,407 | | 75,373 | | 798,253 | | 21,823 |
Following the vote, the Company has determined to hold an advisory (non-binding) vote to approve named executive officer compensation on an annual basis.
4. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2023.
Over 99% of the shares eligible to vote ratified the appointment of Deloitte & Touche LLP to serve as the independent registered public accountants for the registrant for 2023, as identified below in the table. There were no broker non-votes.
| | | | | | | | | | | | | | | | | |
| Votes For | | Votes Against | | Votes Abstained |
Ratification of appointment of Deloitte & Touche LLP | 266,660,726 | | 296,799 | | 16,934 |