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Item 5.07
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Submission of Matters to a Vote of Security Holders
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The Annual General Meeting of Shareholders ("AGM") of the Company was held on September 12, 2017. At the meeting, shareholders voted on the following proposals and cast their votes as follows:
Proposal 1: Approval of the Annual Report, the consolidated financial statements and the statutory financial statements of Logitech International S.A. for fiscal year 2017
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For
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Against
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Abstain
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Broker Non-Votes
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112,961,590
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130,235
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74,104
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—
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99.88%
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0.12%
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N/A
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N/A
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Proposal 2: Advisory vote to approve executive compensation
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For
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Against
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Abstain
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Broker Non-Votes
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92,163,446
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14,517,830
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248,845
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6,235,801
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86.39%
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13.61%
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N/A
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N/A
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Proposal 3: Advisory vote on the frequency of future advisory votes on executive compensation
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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104,776,305
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185,065
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1,953,859
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14,891
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6,235,801
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98.00%
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0.17%
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1.83%
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N/A
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N/A
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Proposal 4: Appropriation of retained earnings and declaration of dividend
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For
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Against
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Abstain
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Broker Non-Votes
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106,669,498
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40,310
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218,515
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6,235,801
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99.96%
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0.04%
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N/A
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N/A
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Proposal 5 *: Release of the Board of Directors and Executive Officers from liability for activities during fiscal year 2017
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For
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Against
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Abstain
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Broker Non-Votes
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*
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60,989,548
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51,554,431
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620,143
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—
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54.19%
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45.81%
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N/A
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N/A
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Proposal 6.A: Re-election of Dr. Patrick Aebischer to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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101,082,517
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5,745,143
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100,661
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6,235,801
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94.62%
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5.38%
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N/A
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N/A
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Proposal 6.B: Re-election of Dr. Edouard Bugnion to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,155,485
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634,212
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138,624
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6,235,801
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99.41%
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0.59%
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N/A
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N/A
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Proposal 6.C: Re-election of Mr. Bracken Darrell to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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98,782,737
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8,049,576
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96,008
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6,235,801
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92.47%
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7.53%
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N/A
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N/A
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Proposal 6.D: Re-election of Ms. Sally Davis to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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104,422,022
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2,408,001
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98,300
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6,235,801
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97.75%
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2.25%
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N/A
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N/A
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Proposal 6.E: Re-election of Mr. Guerrino De Luca to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,205,660
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627,071
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95,591
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6,235,801
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99.41%
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0.59%
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N/A
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N/A
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Proposal 6.F: Re-election of Ms. Sue Gove to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,596,448
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219,890
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110,984
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6,235,801
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99.79%
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0.21%
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N/A
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N/A
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Proposal 6.G: Re-election of Mr. Didier Hirsch to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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105,255,184
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1,559,551
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112,587
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6,235,801
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98.54%
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1.46%
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N/A
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N/A
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Proposal 6.H: Re-election of Dr. Neil Hunt to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,182,087
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632,348
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112,886
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6,235,801
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99.41%
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0.59%
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N/A
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N/A
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Proposal 6.I: Re-election of Mr. Dimitri Panayotopoulos to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,167,741
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649,486
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110,095
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6,235,801
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99.39%
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0.61%
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N/A
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N/A
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Proposal 6.J: Re-election of Dr. Lung Yeh to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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106,679,861
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125,703
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121,757
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6,235,801
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99.88%
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0.12%
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N/A
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N/A
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Proposal 6.K: Election of Ms. Wendy Becker to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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102,979,844
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3,821,247
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126,232
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6,235,801
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96.42%
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3.58%
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N/A
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N/A
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Proposal 6.L: Election of Ms. Neela Montgomery to the Board of Directors
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For
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Against
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Abstain
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Broker Non-Votes
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102,946,621
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3,866,434
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114,267
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6,235,801
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96.38%
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3.62%
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N/A
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N/A
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Proposal 7: Election of the Chairman of the Board
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For
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Against
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Abstain
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Broker Non-Votes
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105,304,266
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1,497,193
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125,864
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6,235,801
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98.60%
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1.40%
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N/A
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N/A
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Proposal 8.A: Re-election of Dr. Edouard Bugnion to the Compensation Committee
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For
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Against
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Abstain
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Broker Non-Votes
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105,352,555
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1,480,173
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94,593
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6,235,801
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98.61%
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1.39%
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N/A
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N/A
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Proposal 8.B: Re-election of Ms. Sally Davis to the Compensation Committee
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For
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Against
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Abstain
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Broker Non-Votes
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100,746,296
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6,081,231
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99,794
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6,235,801
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94.31%
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5.69%
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N/A
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N/A
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Proposal 8.C: Re-election of Dr. Neil Hunt to the Compensation Committee
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For
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Against
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Abstain
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Broker Non-Votes
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105,951,900
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860,611
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114,791
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6,235,801
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99.19%
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0.81%
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N/A
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N/A
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Proposal 8.D: Re-election of Mr. Dimitri Panayotopoulos to the Compensation Committee
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For
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Against
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Abstain
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Broker Non-Votes
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105,839,591
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972,820
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114,910
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6,235,801
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99.09%
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0.91%
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N/A
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N/A
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Proposal 9: Approval of Compensation for the Board of Directors for the 2017 to 2018 Board Year
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For
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Against
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Abstain
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Broker Non-Votes
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97,154,478
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8,926,131
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844,191
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6,235,801
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91.59%
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8.41%
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N/A
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N/A
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Proposal 10: Approval of Compensation for the Group Management Team for fiscal year 2019
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For
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Against
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Abstain
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Broker Non-Votes
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92,524,674
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13,219,398
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1,180,728
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6,235,801
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87.50%
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12.50%
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N/A
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N/A
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Proposal 11: Re-election of KPMG AG as Logitech’s auditors and ratification of the appointment of KPMG LLP as Logitech’s independent registered public accounting firm for fiscal year 2018
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For
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Against
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Abstain
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Broker Non-Votes
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112,890,184
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197,473
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72,948
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—
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99.83%
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0.17%
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N/A
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N/A
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Proposal 12: Re-election of Ms. Béatrice Ehlers as Independent Representative
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For
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Against
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Abstain
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Broker Non-Votes
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103,136,368
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3,763,434
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25,001
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6,235,801
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96.48%
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3.52%
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N/A
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N/A
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Under Swiss law, abstentions are not counted towards the calculation of the majority required for passage of the proposals.
In connection with the shareholder vote on Proposal No. 3, the Company determined that it will hold an annual advisory vote on the Company’s executive compensation, until such time as the next advisory vote is submitted to the shareholders of the Company with regard to the frequency of future advisory votes on the Company’s executive compensation, or the Board of Directors otherwise determines that a different frequency for such advisory votes is in the best interests of the shareholders of the Company.
* Proposal No. 5 was incorrectly treated as routine and broker non-votes were voted at the Company's AGM and included in these reported results. However, if all 6,235,801 broker non-votes had not been voted at the AGM, in accordance with applicable U.S. regulations, it would not have affected the outcome of the vote on Proposal No. 5 (which passed by more than 6,235,801 votes), and Proposal No. 5 would have been approved by shareholders regardless.