Submission of Matters to a Vote of Security Holders.
Voting Results.
At the 2022 Annual General Meeting of
Shareholders of Amdocs Limited (the Company) held on January 28, 2022, the proposals listed below were submitted to a vote of the Companys shareholders. The proposals are described in the Companys proxy statement for the
2022 Annual General Meeting of Shareholders.
Proposal 1 The election of eleven nominees to the Companys Board of Directors each for a
term of one year.
The 11 nominees named in the proxy statement were elected to serve as directors until the Companys 2023 Annual General
Meeting of Shareholders. Information as to the vote on each director standing for election is provided below:
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Nominee
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Votes For
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Votes
Against
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Votes
Abstaining
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Broker
Non-Votes
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Robert A. Minicucci
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98,201,162
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8,501,756
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28,282
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Adrian Gardner
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99,768,100
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6,935,233
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27,867
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James S. Kahan
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100,929,041
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5,774,090
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28,069
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Rafael de la Vega
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104,385,080
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2,318,562
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27,558
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Giora Yaron
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104,063,705
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2,640,891
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26,604
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Eli Gelman
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55,614,358
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51,091,226
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25,616
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Richard T.C. LeFave
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102,449,660
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4,253,766
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27,774
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John A. MacDonald
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104,452,557
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2,251,295
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27,348
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Shuky Sheffer
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105,483,146
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1,222,473
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25,581
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Yvette Kanouff
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105,310,930
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1,395,239
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25,031
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Sarah Ruth Davis
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105,515,917
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1,192,341
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22,942
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Proposal 2 The approval of an increase in the dividend rate under the Companys quarterly cash dividend
program from $0.36 per share to $0.395 per share.
The shareholders approved an increase in the dividend rate under the Companys quarterly
cash dividend program from $0.36 per share to $0.395 per share. The voting results were as follows:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-Votes
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106,715,331
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1,589
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14,280
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Proposal 3 The approval of the Companys Consolidated Financial Statements for the fiscal year ended
September 30, 2021.
The shareholders approved the Companys Consolidated Financial Statements for the fiscal year ended
September 30, 2021. The voting results were as follows:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-Votes
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106,380,642
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6,133
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344,425
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Proposal 4 The ratification and approval of the appointment of Ernst & Young LLP as the
Companys independent registered public accounting firm for the fiscal year ending September 30, 2022, and until the next annual general meeting, and authorization of the Audit Committee of the Board of Directors to fix the
remuneration of such independent registered public accounting firm in accordance with the nature and extent of its services.
The shareholders
ratified and approved the appointment of Ernst & Young LLP as the Companys independent registered public accounting firm for the fiscal year ending September 30, 2022, and until the next annual general meeting, and authorized the
Audit Committee of the Board of Directors to fix the remuneration of such independent registered public accounting firm in accordance with the nature and extent of its services. The voting results were as follows:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-Votes
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101,232,323
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5,481,317
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17,560
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Changes in Board Committee Composition
Mr. Eli Gelman has informed the Board of Directors that he has decided to step down from his membership on the Nominating and Corporate Governance Committee.
Mr. Gelman will continue to serve as a member of the Board of Directors and on the Technology and Innovation Committee. The Board has appointed Mr. Richard T.C. LeFave as the new Chair of the Nominating and Corporate Governance Committee, effective
immediately.