Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 10, 2020, Stamps.com Inc. (the “Company”) held its annual meeting of shareholders online at www.virtualshareholdermeeting.com/STMP2020 (the “Annual Meeting”). As of April 13, 2020, the Company’s record date, there were a total of 17,093,178 shares of common stock issued and outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 14,824,409 shares of common stock were virtually present or represented by proxy and, therefore, a quorum was present.
The shareholders of the Company voted on the following items at the Annual Meeting:
1. To elect two directors to hold office until the 2023 Annual Meeting of Stockholders;
2. To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers; and
3. To ratify the appointment of Ernst & Young LLP as the Company's independent auditors for 2020.
Votes regarding the election of the director nominees were as follows:
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Nominee
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For
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Withheld
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Broker Non-Votes
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Kenneth T. McBride
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6,263,560
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6,912,760
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1,648,089
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Theodore R. Samuels, II
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5,824,265
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7,352,055
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1,648,089
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Based on the votes set forth above, the director nominees were duly elected.
The proposal to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers ("Say on Pay") received the following votes:
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For
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Against
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Abstain
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Broker Non-Votes
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10,912,123
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2,216,145
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48,052
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1,648,089
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Based on the votes set forth above, the stockholders approved the Say on Pay proposal.
The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2020 received the following votes:
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For
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Against
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Abstain
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Broker Non-Votes
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14,561,465
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198,974
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63,970
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-
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Based on the votes set forth above, the appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2020 was duly ratified.