Item 5.07Item 5.07 - Submission of Matters to Vote
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Annual Meeting of the
Company’s Shareholders was held on May 28, 2026. The following are the final voting results on proposals considered and voted upon
by the Company’s shareholders, each of which is described in more detail in the Company’s definitive proxy statement filed
with the Securities and Exchange Commission on April 7, 2026 (the “Proxy Statement”).
The following individuals
were elected to serve as directors of the Company, each of whom will hold office until the Annual Meeting of the Company’s Shareholders
to be held in 2027 and until his or her successor is duly elected and qualified. The tabulation of votes on this matter was as follows:
Name Votes Votes Votes Broker
For Against Abstaining Non-Votes
────────────────────────────────────────────────────────────────────────────────────────
Michael M. Calbert 175,007,879 7,508,861 224,596 15,020,306
Ana M. Chadwick 178,940,109 3,627,856 173,371 15,020,306
Gregory H. Hicks 181,229,625 1,335,370 176,341 15,020,306
Timothy I. McGuire 177,802,154 4,763,312 175,870 15,020,306
David P. Rowland 179,512,391 3,011,970 216,975 15,020,306
Debra A. Sandler 176,532,086 6,035,328 173,922 15,020,306
Ralph E. Santana 180,733,581 1,727,993 279,762 15,020,306
Kathleen M. Scarlett 180,892,658 1,571,892 276,786 15,020,306
Todd J. Vasos 182,108,558 458,274 174,504 15,020,306
The resolution regarding the
compensation of the Company’s named executive officers as disclosed in the Proxy Statement was approved on an advisory (non-binding)
basis. The tabulation of votes on this matter was as follows:
Votes Votes Votes Broker
For Against Abstaining Non-Votes
───────────────────────────────────────────────────────────────
160,040,421 21,835,901 865,014 15,020,306
The appointment of Ernst &
Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026 was ratified. The tabulation of votes
on this matter was as follows:
Votes Votes Votes Broker
For Against Abstaining Non-Votes
──────────────────────────────────────────────────────────────
182,375,460 15,200,487 185,695 0
A shareholder proposal asking
the Company’s Board of Directors (the “Board”) to amend the director resignation policy to require directors who do
not receive a majority vote in uncontested elections to leave the Board within nine months was not approved. The tabulation of votes on
this matter was as follows:
Votes Votes Votes Broker
For Against Abstaining Non-Votes
───────────────────────────────────────────────────────────────
28,164,688 154,045,190 531,458 15,020,306
A shareholder proposal asking
the Board to report on the feasibility of adopting a comprehensive human rights policy stating the Company’s commitment to respect
human rights, in alignment with international human rights standards, throughout its operation and value chain was not approved. The tabulation
of votes on this matter was as follows:
Votes Votes Votes Broker
For Against Abstaining Non-Votes
───────────────────────────────────────────────────────────────
53,033,609 128,843,194 864,533 15,020,306
A shareholder proposal asking
the Board to take the steps necessary to reduce the minimum ownership percentage required to call a special shareholders’ meeting
from 25% to 10% was not approved. The tabulation of votes on this matter was as follows:
Votes Votes Votes Broker
For Against Abstaining Non-Votes
───────────────────────────────────────────────────────────────
77,346,353 105,002,151 392,832 15,020,306