Item 5.07 Submission of Matters to a Vote of Security Holders.
2017 Annual Meeting of Stockholders
The Company held its 2017 Annual Meeting of Stockholders on May 18, 2017, at which a quorum of
73.5% of Class A Stockholders and 100% of Class B Stockholders was present and acting throughout.
The proposals submitted by the Board of Directors to the Stockholders for action and the results of
the voting on each proposal are indicated below.
Item 1
. The Class A Stockholders elected the following three (3) Class A Directors, each
for a term of one (1) year ending at the completion of the 2018 Annual Meeting of Stockholders in
accordance with the Companys By-Laws and until their respective successors are duly chosen and
qualified: David A. Burwick received 5,792,706 votes for and 1,083,090 votes withheld; Michael
Spillane received 6,588,412 votes for and 287,384 votes withheld; and Jean-Michel Valette received
5,815,181 votes for and 1,060,615 votes withheld. There were no broker non-votes in connection
with the election of the Class A Directors.
Item 2
. The Class A Stockholders approved, on an advisory basis, the following non-binding
resolution relating to executive compensation:
RESOLVED, that the compensation policies and procedures followed by the Company and the
Compensation Committee of the Companys Board of Directors and the level and mix of compensation
paid to the Companys Named Executive Officers, as disclosed pursuant to the compensation
disclosure rules of the SEC, including the Compensation Discussion and Analysis, compensation
tables, and narrative discussion resulting from such policies and procedures are hereby determined
to be appropriate for the Company and accordingly approved.
The results of the advisory vote are as follows: 4,511,752 votes for; 2,341,571 votes against;
22,473 abstentions; and no broker non-votes.
Item 3
. The Class A Stockholders approved, on an advisory basis
,
to hold an annual
advisory vote on the compensation of the Companys Named Executive Officers. The results of the
advisory vote on the frequency of future advisory votes on the compensation of Named Executive
Officers are as follows:
6,087,904 votes for every year; 17,692 votes for every two years;
757,116 votes for every three years; 13,084 abstentions; and no broker non-votes.
Item 4
. The Class B Stockholders elected the following five (5) Class B Directors, each for
a term of one (1) year ending at the completion of the 2018 Annual Meeting of Stockholders in
accordance with the Companys By-Laws and until their respective successors are duly chosen and
qualified and each by a unanimous vote of 3,097,355 votes for and 0 votes withheld: Cynthia A.
Fisher, David P. Fialkow, C. James Koch, Martin F. Roper, and Gregg A. Tanner. There were no broker
non-votes in connection with the election of the Class B Directors.
Item 5
. The Class B Stockholders ratified the appointment of Deloitte & Touche LLP as the
Companys independent registered public accounting firm for the Companys fiscal year ending
December 30, 2017 by a unanimous vote of 3,097,355 votes for; 0 votes against; and no abstentions
or broker non-votes.
No other matters came before the meeting.