Item 5.07. Submission of Matters to a Vote of Security Holders.
On September 29, 2021, the Registrant held its 2021 Annual Meeting of Shareholders (the “2021 Annual Meeting”) via live webcast and shareholders were able to participate, vote and submit questions during the meeting. At the close of business on August 2, 2021, the record date for the 2021 Annual Meeting, there were a total of 51,586,516 Common Shares of the Registrant outstanding and entitled to vote. At the 2021 Annual Meeting, the holders of 46,303,641 (over 89%) of the Company’s Common Shares were represented by proxy, constituting a quorum.
The results of the voting on the proposals presented to the shareholders at the 2021 Annual Meeting were as follows:
Proposal 1 — Election of Directors
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Votes For
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Votes Withheld
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Broker Non-Votes
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John B. Blystone
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36,699,662
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3,213,275
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6,390,704
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Mark C. Davis
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25,026,451
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14,866,466
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6,390,704
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Sidney A. Ribeau
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31,812,925
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8,100,012
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6,390,704
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At the 2021 Annual Meeting, each of John B. Blystone, Mark C. Davis and Sidney A. Ribeau was elected as a director of the Registrant for a three-year term, expiring at the 2024 Annual Meeting of Shareholders.
The directors of the Registrant whose terms of office continue until the 2022 Annual Meeting of Shareholders are: Kerrii B. Anderson, David P. Blom, John P. McConnell and Mary Schiavo.
The directors of the Registrant whose terms of office continue until the 2023 Annual Meeting of Shareholders are: Michael J. Endres, Ozey K. Horton, Jr., Peter Karmanos, Jr. and Carl A. Nelson, Jr.
Proposal 2 — Advisory Vote to Approve Executive Compensation (Approval of advisory resolution on executive compensation)
Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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38,905,357
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860,042
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147,538
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6,390,704
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At the 2021 Annual Meeting, the shareholders of the Registrant approved the advisory resolution on executive compensation.
Proposal 3 — Ratification of the selection of KPMG LLP as the independent registered public accounting firm of the Registrant for the fiscal year ending May 31, 2022
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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45,816,584
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407,532
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79,525
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0
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At the 2021 Annual Meeting, the shareholders of the Registrant ratified the selection of KPMG LLP as the Registrant’s independent registered public accounting firm for the fiscal year ending May 31, 2022.
Proposal 4 — Vote on a shareholder proposal requesting specific reporting related to the Registrant’s climate policy
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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16,204,629
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23,398,500
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309,808
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6,390,704
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At the 2021 Annual Meeting, the shareholder proposal requesting specific reporting related to the Registrant’s climate policy failed to obtain the requisite votes for approval.