4A - Obsolete Provisions - To approve the elimination of provisions relating to Falcon’s Class B common stock and its initial business combination, which are obsolete and no longer applicable.
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|
|
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For |
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Against |
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Abstain |
65,865,012 |
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178,295 |
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1,231,394 |
4B - Declassification - To approve the declassification of the Post-Combination Company’s Board and provide that the Post-Combination Company’s Board will consist of one class of directors only, whose term will continue to the first annual meeting of stockholders following the date of the closing of the Merger, and, thereafter, all directors will be elected annually and shall be elected for one year terms expiring at the next annual meeting of stockholders.
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|
|
|
|
For |
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Against |
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Abstain |
67,042,618 |
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183,682 |
|
48,401 |
4C - Removal - To approve that directors on the Post-Combination Company’s Board may be removed with or without cause.
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|
|
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For |
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Against |
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Abstain |
66,733,081 |
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472,065 |
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69,555 |
4D - Action by Written Consent - To approve that, unless otherwise provided for or relating to the rights of holders of the preferred stock of Falcon, any action required or permitted to be taken at any annual or special meeting of stockholders of Falcon may be taken without a meeting, without prior notice and without a vote by consent in accordance with Section 228 of the Delaware General Corporation Law.
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For |
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Against |
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Abstain |
65,755,814 |
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570,798 |
|
948,089 |
4E - Corporate Opportunity - To approve, among other things, that, to the fullest extent permitted by law, (a) Falcon renounces any interest or expectancy in, or in being offered an opportunity to participate in, business opportunities that are presented to Proposed Exempted Persons (as defined below), (b) stockholders, members of the Post-Combination Company’s Board and certain other exempted persons, including Chambers DPM HoldCo, LLC, KMF DPM HoldCo, LLC, Rock Ridge Royalty Company, LLC, Royal Resources L.P., Source Energy Leasehold, LP, Permian Mineral Acquisitions, LP, and affiliates of such persons (“Proposed Exempted Persons”) do not have a fiduciary duty to refrain from engaging in the same or similar business activities or lines of business as Falcon or its subsidiaries, to the extent such Proposed Exempted Person is not an employee of Falcon or its subsidiaries, and (c) Proposed Exempted Persons have no duty to communicate or offer such business opportunities to Falcon, to the extent such Proposed Exempted Person is not an employee of Falcon or its subsidiaries.
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|
|
|
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For |
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Against |
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Abstain |
48,796,593 |
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18,033,213 |
|
444,895 |
5. The Incentive Plan Proposal - To approve and adopt, assuming the approval of the Nasdaq Proposal and the Reverse Stock Split Proposal, the Sitio Royalties Corp. Long Term Incentive Plan, a copy of which is attached to the Proxy Statement as Annex D.
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For |
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Against |
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Abstain |
57,396,194 |
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9,796,908 |
|
81,599 |
6. The Director Election Proposal - To elect each of William D. Anderson, Mark C. Henle and Adam M. Jenkins to serve as Class II directors on the Falcon board of directors until the earlier of the Merger Effective Time and the annual meeting of stockholders to be held in 2025 or until his successor is elected or appointed, subject to his earlier death, resignation or removal.
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|
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For |
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Against |
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Abstain |
65,912,237 |
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1,361,889 |
|
575 |