UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
At the Company’s Annual Meeting on May 20, 2021, 24,341,517 of the 29,701,525 shares outstanding and entitled to vote were represented in person or by proxy at the Annual Meeting and constituted a quorum. At the meeting, the stockholders voted as indicated below on the following proposals:
| 1. | Elect two Class II members to our Board of Directors, each to serve a three-year term, until his or her successor is duly elected and qualified. |
| Nominee |
| Votes cast For |
| Votes cast Against |
| Abstentions |
| Broker Non-Votes | |
Class II | ||||||||||
Michael J. Caliel | 17,690,552 | 556,430 | 345,272 | 5,749,263 | ||||||
Richard L. Daerr, Jr. | 17,011,339 | 1,236,143 | 344,772 | 5,749,263 |
The nominees were elected as Class II members to our Board of Directors of Orion Group Holdings, Inc.
| 2. | Approval of a non-binding advisory proposal for compensation of named executive officers (“say-on-pay” vote) as disclosed in the 2021 Proxy Statement. |
Votes cast For |
| Votes cast Against |
| Abstentions |
| Broker Non-Votes |
17,713,811 | 565,260 | 313,183 | 5,749,263 |
The shareholders approved Proposal 2.
| 3. | Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting for 2021. |
Votes cast For |
| Votes cast Against |
| Abstentions |
24,062,281 | 26,901 | 252,335 |
The shareholders approved Proposal 3.