MOT » Topics » Item 4. Submission of Matters to a Vote of Security Holders.

This excerpt taken from the MOT 10-Q filed May 6, 2009.
Item 4. Submission of Matters to a Vote of Security Holders.
 
The Company held its annual meeting of stockholders on May 4, 2009, and the following matters were voted on at that meeting:
 
1. The election of the following directors, who will serve until their respective successors are elected and qualified or until their earlier death or resignation:
 
                         
Director
  For     Against     Abstain  
 
Gregory Q. Brown
    1,838,090,435       113,962,392       6,348,183  
David W. Dorman
    1,841,708,950       109,417,944       7,274,116  
William R. Hambrecht
    1,487,447,976       463,118,694       7,834,340  
Sanjay K. Jha
    1,845,526,905       106,488,470       6,385,635  
Judy C. Lewent
    1,422,798,214       527,298,565       8,304,231  
Keith A. Meister
    1,805,296,164       145,468,134       7,636,712  
Thomas J. Meredith
    1,714,325,446       174,708,846       69,366,718  
Samuel C. Scott III
    1,404,564,695       545,317,198       8,519,117  
Ron Sommer
    1,776,518,258       173,388,920       8,494,232  
James R. Stengel
    1,424,645,430       525,484,556       8,271,024  
Anthony J. Vinciquerra
    1,842,410,375       107,878,971       8,111,664  
Douglas A. Warner III
    1,780,062,191       170,454,544       7,884,275  
Dr. John A. White
    1,774,306,928       175,926,787       8,167,295  
 
2. An Amendment to the Company’s Restated Certificate of Incorporation to Change Par Value from $3.00 per share to $0.01 per share was approved by the following vote: For, 1,897,780,170; Against, 53,194,306; Abstain, 7,426,534; Broker Non-Vote, 0.


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3. An Amendment to Existing Equity Plans to Permit a Stock Option Exchange Program for Employees (Excluding Executive Officers and Directors) was approved by the following vote: For, 1,185,542,154; Against, 344,045,265; Abstain, 152,518,141; Broker Non-Vote, 276,295,450.
 
4. An Amendment to the Motorola Employee Stock Purchase Plan of 1999 was approved by the following vote: For, 1,449,135,864; Against, 80,448,382; Abstain, 152,520,543; Broker Non-Vote, 276,296,221.
 
5. The Stockholder Advisory Vote on Executive Compensation was approved by the following vote: For, 1,244,097,955; Against, 708,755,009; Abstain, 5,548,046; Broker Non-Vote, 0.
 
6. The ratification of the appointment of the independent registered public accounting firm KPMG LLP was approved by the following vote: For, 1,915,410,070; Against, 38,546,630; Abstain, 4,444,310; Broker Non-Vote, 0.
 
7. To adopt a Shareholder Proposal Re: Cumulative Voting was defeated by the following vote: For, 604,147,067; Against, 1,074,036,622; Abstain, 3,921,101; Broker Non-Vote, 276,296,220.
 
8. A shareholder proposal re: Special Shareowner Meetings was approved by the following vote: For, 1,339,065,763; Against, 338,983,368; Abstain, 4,057,032; Broker Non-Vote, 276,294,847.
 
9. A shareholder proposal re: A Global Set of Corporate Standards for Human Rights at Motorola was defeated by the following vote: For, 95,846,216; Against, 1,233,869,640; Abstain, 352,395,832; Broker Non-Vote, 276,295,322.
 
Item 4. Submission of Matters to a Vote of Security Holders.
 
The Company held its annual meeting of stockholders on May 5, 2008, and the following matters were voted on at that meeting:
 
1. The election of the following directors, who will serve until their respective successors are elected and qualified or until their earlier death or resignation:
 
                 
Director   For     Withhold  
   
 
Gregory Q. Brown
    1,960,325,125       74,474,395  
David W. Dorman
    1,937,717,444       97,082,076  
William R. Hambrecht
    1,968,192,495       66,607,025  
Judy C. Lewent
    1,945,000,643       89,798,877  
Keith A. Meister
    1,943,885,318       90,914,202  
Thomas J. Meredith
    1,953,650,320       81,149,200  
Nicholas Negroponte
    1,934,549,111       100,250,409  
Samuel C. Scott III
    1,847,909,862       186,889,658  
Ron Sommer
    1,864,568,149       170,231,371  
James R. Stengel
    1,868,015,170       166,784,350  
Anthony J. Vinciquerra
    1,968,716,354       66,083,166  
Douglas A. Warner III
    1,949,220,923       85,578,597  
Dr. John A. White
    1,945,499,470       89,300,050  
Miles D. White
    1,949,818,114       84,981,406  
 
 


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2. The ratification of the appointment of the independent registered public accounting firm was approved by the following vote: For, 1,975,778,098; Against, 40,285,564; Abstain, 18,735,858.
 
3. A shareholder proposal re: Say-on-Pay was approved by the following vote: For, 858,587,063; Against, 732,395,136; Abstain, 102,536,544; Broker Non-Vote, 341,280,777.
 
4. A shareholder proposal re: Policy to Recoup Unearned Management Bonuses was defeated by the following vote: For, 182,439,843; Against, 1,344,983,254; Abstain, 166,095,646; Broker Non-Vote, 341,280,777.
 
5. A shareholder proposal re: A Global Set of Corporate Standards at Motorola was defeated by the following vote: For, 166,058,641; Against, 1,116,761,523; Abstain, 410,698,579; Broker Non-Vote, 341,280,777.
 
Item 4. Submission of Matters to Vote of Security Holders.
 
The Company held its annual meeting of stockholders on May 7, 2007, and the following matters were voted on at that meeting:
 
1. The election of the following 11 directors, who will serve until their respective successors are elected and qualified or until their earlier death or resignation:
 
                 
Director   For     Withheld  
   
 
Edward J. Zander
    1,620,602,691       55,487,272  
David W. Dorman
    1,613,736,279       62,353,684  
Judy C. Lewent
    1,623,884,303       52,205,660  
Thomas J. Meredith
    1,637,477,877       38,612,086  
Nicholas Negroponte
    1,625,939,520       50,150,443  
Samuel C. Scott III
    1,618,221,801       57,868,162  
Ron Sommer
    1,626,712,582       49,377,381  
James R. Stengel
    1,627,496,588       48,593,375  
Douglas A. Warner III
    1,627,459,163       48,630,800  
Dr. John A. White
    931,713,895       17,090,451  
Miles D. White
    1,622,320,998       53,768,965  
 
 
 
Carl C. Icahn who received 717,072,378 votes For and 10,213,239 votes Withheld, was not elected to the Board.
 
2. The amendment to the Motorola Employee Stock Purchase Plan of 1999 was approved by the following vote: For, 1,542,814,260; Against, 56,234,151; Abstain, 76,970,821.
 
3. A shareholder proposal regarding a shareholder vote on executive compensation was approved by the following vote: For, 867,789,506; Against, 739,065,945; Abstain, 69,229,463.
 
4. A shareholder proposal regarding recouping unearned management bonuses was approved by the following vote: For, 992,501,606; Against, 605,303,175; Abstain, 78,214,460.
 
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