Item 5.07
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Submission of Matters to a Vote of Security Holders
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Below is a brief description of each matter submitted to a vote at the Annual Meeting, as well as the number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter. For more information about these proposals, please refer to Oracle’s 2021 Proxy Statement.
Proposal No. 1: Election of Directors
The stockholders elected each of the following persons as a director to hold office until the 2022 Annual Meeting of Stockholders and until his or her successor is elected and qualified, or until his or her earlier resignation or removal.
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Director Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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Jeffrey S. Berg
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1,659,795,425
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602,905,592
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241,951,091
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Michael J. Boskin
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2,110,985,174
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151,715,843
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241,951,091
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Safra A. Catz
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2,162,731,887
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99,969,130
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241,951,091
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Bruce R. Chizen
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1,815,515,240
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447,185,777
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241,951,091
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George H. Conrades
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1,460,702,785
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801,998,232
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241,951,091
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Lawrence J. Ellison
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2,163,114,596
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99,586,421
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241,951,091
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Rona A. Fairhead
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2,224,874,586
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37,826,431
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241,951,091
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Jeffrey O. Henley
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2,175,596,476
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87,104,541
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241,951,091
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Renée J. James
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2,195,024,169
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67,676,848
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241,951,091
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Charles W. Moorman IV
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1,565,169,470
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697,531,547
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241,951,091
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Leon E. Panetta
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1,474,712,503
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787,988,514
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241,951,091
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William G. Parrett
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1,908,379,449
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354,321,568
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241,951,091
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Naomi O. Seligman
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1,529,860,334
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732,840,683
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241,951,091
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Vishal Sikka
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2,122,816,004
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139,885,013
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241,951,091
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Proposal No. 2: Advisory Vote to Approve the Compensation of Oracle’s Named Executive Officers
The stockholders cast an advisory vote approving the compensation of Oracle’s named executive officers as follows: 1,358,928,813 shares in favor, 900,029,544 shares against, 3,742,660 shares abstaining and 241,951,091 broker non-votes.
Proposal No. 3: Approval of an Amendment to the Oracle Corporation 2020 Equity Incentive Plan
The stockholders approved an amendment to the 2020 Equity Plan with 1,762,377,240 shares in favor, 494,314,379 shares against, 6,009,398 shares abstaining and 241,951,091 broker non-votes.
Proposal No. 4: Ratification of Selection of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Ernst & Young LLP as Oracle’s independent registered public accounting firm for the fiscal year ending May 31, 2022, with 2,467,952,666 shares in favor, 34,066,688 shares against and 2,632,754 shares abstaining.
Proposal No. 5: Stockholder Proposal Regarding Racial Equity Audit
The stockholders did not approve a stockholder proposal requesting that Oracle’s Board oversee a racial equity audit analyzing Oracle’s impacts on non-white stakeholders and communities of color, with 715,611,230 shares in favor, 1,536,754,357 shares against, 10,335,430 shares abstaining and 241,951,091 broker non-votes.
Proposal No. 6: Stockholder Proposal Regarding Independent Board Chair
The stockholders did not approve a stockholder proposal requesting that Oracle’s Board adopt a policy requiring the Chair of the Board, whenever possible, to be an independent member of the Board, with 803,808,786 shares in favor, 1,455,613,840 shares against, 3,278,391 shares abstaining and 241,951,091 broker non-votes.
Proposal No. 7: Stockholder Proposal Regarding Political Spending
The stockholders did not approve a stockholder proposal requesting that Oracle adopt a policy requiring any organization which engages in political activities that receives financial support from Oracle to report, at least annually, the organization’s expenditures for political activities, with 120,648,279 shares in favor, 2,126,557,352 shares against, 15,495,386 shares abstaining and 241,951,091 broker non-votes.