Lithia Motors Inc.

05/04/2021 | Press release | Distributed by Public on 05/04/2021 14:13

Submission of Matters to a Vote of Security Holders

Submission of Matters to a Vote of Security Holders

On April 29, 2021, Lithia Motors, Inc. (the 'Company') held its 2021 Annual Meeting of Shareholders (the '2021 Annual Meeting'). The shareholders of the Company voted on the four matters described below. With respect to all matters, each share of Class A Common Stock is entitled to one vote. No shares of Class B Common Stock were issued and outstanding as of the 2021 Annual Meeting.

The Company's inspector of election certified the following voting results:


Proposal 1: Election of Directors
DIRECTOR FOR AGAINST ABSTAIN BROKER NON-VOTES
Sidney B. DeBoer 23,217,712 294,667 46,906 1,844,891
Susan O. Cain 23,188,655 328,384 42,246 1,844,891
Bryan D. DeBoer 23,434,392 115,292 9,601 1,844,891
Shauna F. McIntyre 23,433,665 117,061 8,559 1,844,891
Louis P. Miramontes 23,215,546 300,708 43,031 1,844,891
Kenneth E. Roberts 23,255,853 293,875 9,557 1,844,891
David J. Robino 23,105,639 351,627 102,019 1,844,891


Proposal 2: Approval by Advisory Vote, of Executive Compensation
FOR AGAINST ABSTAIN BROKER NON-VOTES
23,271,339 273,207 14,739 1,844,891


Proposal 3: Ratification of Appointment of KPMG LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2021
FOR AGAINST ABSTAIN BROKER NON-VOTES
24,756,607 637,009 10,560 -

Proposal 4: Amendment and Restatement of the Company's Restated Articles of Incorporation to Eliminate References to Class B Common Stock, Class A Common Stock and Series M Preferred Stock, and to Reclassify the Class A Common Stock as Common Stock
FOR AGAINST ABSTAIN BROKER NON-VOTES
25,390,404 2,156 11,616 -

Financial Statements and Exhibits

(d) Exhibits
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).