Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 30, 2021, Stamps.com Inc. (the “Company”) held a special meeting of stockholders virtually via live audio webcast (the “Special Meeting”). As of August 26, 2021, the record date for the Special Meeting, there were a total of 18,575,655 shares of common stock issued and outstanding and entitled to vote at the Special Meeting. At the Special Meeting, 14,520,113 shares of common stock were virtually present or represented by proxy and, therefore, a quorum was present.
The stockholders of the Company voted on the following items at the Special Meeting:
1. To approve and adopt the Agreement and Plan of Merger, dated as of July 8, 2021 (as amended from time to time, the "Merger Agreement"), by and among the Company, Stream Parent, LLC, a Delaware limited liability company ("Parent"), and Stream Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (the "Merger Proposal"); and
2. To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to of the Company's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement (the "Compensation Proposal").
The Merger Proposal received the following votes:
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For
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Against
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Abstain
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14,477,832
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11,327
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30,954
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Based on the votes set forth above, the stockholders approved the Merger Proposal.
The Compensation Proposal received the following votes:
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For
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Against
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Abstain
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12,770,199
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1,304,024
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445,890
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Based on the votes set forth above, the stockholders approved the Compensation Proposal.
The proposal to adjourn the Special Meeting from time to time, if necessary or appropriate, to solicit additional proxies if there were insufficient votes to adopt the Merger Agreement at the time of the Special Meeting, was rendered moot in light of the approval of the Merger Proposal.