Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) On May 8, 2023, Havertys held its annual meeting of stockholders. In the election of directors, the holders of shares of Class A common stock and common stock vote as separate classes in accordance with the Company's Charter. For all other matters, the holders of shares of common stock and Class A common stock vote together as a single class and holders of common stock are entitled to one vote for each share of stock and holders of Class A common stock are entitled to ten votes for each share of stock. At the meeting of stockholders, a plurality of votes is required in the election of each class of directors and for all other matters approval requires an affirmative vote of a combined majority of the votes cast.
(b) Represented at the meeting in person or by proxy were 1,088,196 shares of Class A common stock, or approximately 84.79% of eligible Class A common stock, and 13,179,748 shares of common stock, or approximately 87.97% of eligible common stock shares.
The final voting results for each proposal, each of which is described in greater detail in Havertys' definitive proxy statement filed with the Securities and Exchange Commission on March 28, 2023, follow below:
Proposal 1: Election of Class A common stock directors.
The holders of Class A common stock elected all six director nominees at the annual meeting to serve a one-year term. The voting results were as follows:
Broker
Nominee For Withheld Non-Vote
Rawson Haverty, Jr. 1,028,817 2 59,377
Mylle H. Mangum 987,348 41,471 59,377
Vicki R. Palmer 1,028,817 2 59,377
Derek G. Schiller 987,669 41,150 59,377
Clarence H. Smith 1,028,817 2 59,377
Al Trujillo 987,669 41,150 59,377
Proposal 1: Election of common stock directors.
The holders of common stock elected all three director nominees at the annual meeting to serve a one-year term. The voting results were as follows:
Broker
Nominee For Withheld Non-Vote
Michael R. Cote 11,710,489 39,230 1,430,029
L. Allison Dukes 8,026,577 3,723,142 1,430,029
G. Thomas Hough 7,987,993 3,761,726 1,430,029
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Proposal 2: Approval of Non-Employee Director Compensation Plan.
The stockholders approved the Non-Employee Director Compensation Plan. The voting results were as follows:
Broker
For Against Abstain Non-Vote
Approval of the Non-Employee
Director Compensation Plan 21,866,571 164,212 7,126 2,023,799
Proposal 3: Advisory Vote on Executive Compensation.
The stockholders approved the following resolution regarding executive compensation.
"RESOLVED, that the stockholders approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Compensation Discussion and Analysis, the accompanying compensation tables, and the related narrative disclosure in the Company's Proxy Statement for the 2023 Annual Meeting of Stockholders."
The voting results were as follows:
Broker
For Against Abstain Non-Vote
Advisory Vote on Executive Compensation 21,932,710 98,974 6,225 2,023,799
Proposal 4: Ratification of Grant Thornton LLP as our independent auditor:
The stockholders ratified the selection of Grant Thornton LLP as our independent auditors for the fiscal year ending December 31, 2023. The voting results were as follows:
Broker
For Against Abstain Non-Vote
Ratification of Grant Thornton LLP 23,999,544 59,072 3,092 -
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