Delaware | 1-36691 | 06-1528493 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
800 Connecticut Avenue, Norwalk, Connecticut | 06854 | |
(Address of principal office) | (zip code) |
1. | The stockholders of the Company elected all of the Company’s nominees for election to the Board of Directors to serve until the next annual meeting of stockholders and until their respective successors are elected and qualified. The votes were as follows: |
Nominee | Votes For | Votes Withheld | Abstentions | Broker Non-Votes |
Timothy M. Armstrong | 42,802,263 | 689,432 | — | 2,741,582 |
Howard W. Barker, Jr. | 42,622,097 | 869,598 | — | 2,741,582 |
Jeffery H. Boyd | 42,935,114 | 556,581 | — | 2,741,582 |
Jan L. Docter | 43,181,447 | 310,248 | — | 2,741,582 |
Jeffrey E. Epstein | 42,952,336 | 539,359 | — | 2,741,582 |
James M. Guyette | 42,293,788 | 1,197,907 | — | 2,741,582 |
Darren R. Huston | 43,048,190 | 443,505 | — | 2,741,582 |
Charles H. Noski | 43,188,568 | 303,127 | — | 2,741,582 |
Nancy B. Peretsman | 42,841,080 | 650,615 | — | 2,741,582 |
Thomas E. Rothman | 42,801,518 | 690,177 | — | 2,741,582 |
Craig W. Rydin | 43,218,023 | 273,672 | — | 2,741,582 |
2. | A proposal to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2015 was approved as follows: |
Votes For: | 45,932,586 | ||
Votes Against: | 206,935 | ||
Abstentions: | 93,756 | ||
Broker Non-Votes: | — |
3. | A proposal to approve on an advisory basis the compensation paid by the Company to its named executive officers was approved as follows: |
Votes For: | 42,463,511 | |
Votes Against: | 927,093 | |
Abstentions: | 101,091 | |
Broker Non-Votes: | 2,741,582 |
4. | A non-binding stockholder proposal concerning stockholder action by written consent was not approved as follows: |
Votes For: | 16,499,524 | |
Votes Against: | 26,808,974 | |
Abstentions: | 183,197 | |
Broker Non-Votes: | 2,741,582 |
5. | A non-binding stockholder proposal concerning proxy access was approved as follows: |
Votes For: | 23,288,596 | |
Votes Against: | 20,103,340 | |
Abstentions: | 99,759 | |
Broker Non-Votes: | 2,741,582 |
THE PRICELINE GROUP INC. | |||
By: | /s/ Peter J. Millones | ||
Name: | Peter J. Millones | ||
Title: | Executive Vice President, General Counsel and Secretary |