Annual Meeting of Stockholders

Voting Items

Item Voting Results Reason(s) for Board Recommendation Further Information
1 — Elect 11 directors named in the proxy statement Each director nominee APPROVED Our nominees are seasoned leaders who bring a mix of skills and qualifications to the Board pages 11-16
2 — Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2016 APPROVED Based on its recent evaluation, our Audit Committee believes that the retention of Ernst & Young is in the best interests of the Company and its stockholders pages 31-32
3 — Approve, on a non-binding basis, the Company’s executive compensation as disclosed in the proxy statement APPROVED Our executive compensation program reflects our unwavering commitment to paying for performance and reflects input received from stockholder outreach pages 33-34
4 — Stockholder proposal regarding a report on alignment of corporate values and political contributions NOT APPROVED See the Board’s statement of opposition AGAINST this stockholder proposal pages 64-65
5 — Stockholder proposal regarding a report on executive Pay NOT APPROVED See the Board’s statement of opposition AGAINST this stockholder proposal pages 66-67

Voting Items

Item Board Recommendation Reason(s) for Board Recommendation Further Information (page)
1 — Elect 11 directors named in the proxy statement Each director nominee APPROVED Our nominees are seasoned leaders who bring a mix of skills and qualifications to the Board 11, 12, 13, 14, 15, 16
2 — Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2016 APPROVED Based on its recent evaluation, our Audit Committee believes that the retention of Ernst & Young is in the best interests of the Company and its stockholders 31, 32
3 — Approve, on a non-binding basis, the Company’s executive compensation as disclosed in the proxy statement APPROVED Our executive compensation program reflects our unwavering commitment to paying for performance and reflects feedback received from stockholder outreach 33, 34
4 — Stockholder proposal regarding alignment of corporate values and political contributions NOT APPROVED See the Board’s statement of opposition AGAINST this stockholder proposal 64, 65
5 — Stockholder proposal regarding a report on executive pay NOT APPROVED See the Board’s statement of opposition AGAINST this stockholder proposal 66, 67
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