PLA » Topics » Information About Votes Necessary for Action to Be Taken

This excerpt taken from the PLA DEF 14A filed Mar 30, 2009.
Information About Votes Necessary for Action to Be Taken
 
All matters to be considered at the Annual Meeting require an affirmative vote of the majority of all shares of Class A stock present in person or represented by proxy (provided, in the case of approval of the amendments to our 1995 Stock Incentive Plan, our 1997 Equity Plan and our Employee Stock Purchase Plan, that the total vote cast on each such proposal represents over 50% in interest of our outstanding Class A shares (being the only shares entitled to vote on the proposal), as required by the NYSE stockholder approval requirements). Proxies marked “withheld” or “abstain” will have the same effect as a vote against the proposals described in this proxy statement. If your shares are held through a broker or bank, your broker or bank will have the authority to vote your shares on the election of directors and the ratification of Ernst & Young LLP as our independent registered public accounting firm, even if the broker or bank does not receive instructions from you. Your broker is not permitted to vote your shares on the proposals to approve the amendments to our 1995 Stock Incentive Plan, our 1997 Equity Plan or our Employee Stock Purchase Plan without receiving instructions from you. A “broker non-vote” will have the effect of a vote against the proposals to approve the amendments to our 1995 Stock Incentive Plan, our 1997 Equity Plan and our Employee Stock Purchase Plan, unless holders of more than 50% in interest of our outstanding Class A shares cast votes on the proposal, in which event “broker non-votes” will have no effect on the result of the vote. We believe these compensation plans align the interests of our employees with our stockholders. We urge you to vote your shares or provide your bank or broker with instructions to vote your shares “FOR” these proposals.


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Information About Votes Necessary for Action to Be Taken
 
All matters to be considered at the Annual Meeting require an affirmative vote of the majority of all shares of Class A common stock present in person or represented by proxy. Proxies marked “withheld” or “abstain” will have the same effect as a vote against the proposals described in this proxy statement. If your shares are held through a broker or bank, your broker or bank will have the authority to vote your shares on the election of directors and the ratification of Ernst & Young LLP as our independent registered public accounting firm, even if the broker or bank does not receive instructions from you.


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Information About Votes Necessary for Action to Be Taken
 
All matters to be considered at the Annual Meeting require an affirmative vote of the majority of all shares of Class A common stock present in person or represented by proxy. Proxies marked “withheld” or “abstain” will have the same effect as a vote against the proposals described in this proxy statement. If your shares are held through a broker or bank, your broker will have the authority to vote your shares on the election of directors and the ratification of Ernst & Young LLP as our independent registered public accounting firm, even if the bank or broker does not receive instructions from you. Your broker is not permitted to vote your shares on the proposals to approve the amendment to our 1995 Stock Incentive Plan, the amendment to our 1997 Equity Plan or the amendment to our Employee Stock Purchase Plan without receiving instructions from you. A broker non-vote will have no effect on the outcome of the vote on the proposals to approve the amendment to our 1995 Stock Incentive Plan, the amendment to our 1997 Equity Plan or the amendment to our Employee Stock Purchase Plan. We believe these compensation plans align the interests of our employees with our stockholders. We urge you to provide your bank or broker with instructions to vote your shares “FOR” these proposals.


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