EMC CORP





2009 Shareholder Voting Results

  Link to the Proxy Statement

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

EMC’s Annual Meeting of Shareholders was held on May 6, 2009. There was no solicitation in opposition to management’s nominees as listed in EMC’s proxy statement, and all such nominees were elected directors for aone-year term.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

EMC’s Annual Meeting of Shareholders was held on May 6, 2009. There was no solicitation in opposition to management’s nominees as listed in EMC’s proxy statement, and all such nominees were elected directors for aone-year term. The shareholders ratified the selection by the Audit Committee of PricewaterhouseCoopers LLP as EMC’s independent auditors for the fiscal year ending December 31, 2009, approved an amendment to the EMC Corporation Amendedand Restated 1989 Employee Stock Purchase Plan to increase by 30 million the number of shares available for grant under such plan, approved an amendment to EMC’s Bylaws to reduce the percentage of shares required for shareholders to call aspecial meeting of shareholders and rejected a shareholder proposal relating to an advisory vote on executive compensation. The results of the votes for each of these proposals were as follows:
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1.Election of Directors:
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   FOR  AGAINST  ABSTAIN

Michael W. Brown

  1,693,144,574  33,724,964  5,311,893

Randolph L. Cowen

  1,692,630,922  34,123,252  5,427,257

Michael J. Cronin

  1,696,777,442  30,102,599  5,301,390

Gail Deegan

  1,705,087,278  21,819,926  5,274,226

John R. Egan

  1,691,829,068  35,556,904  4,795,459

W. Paul Fitzgerald

  1,697,339,106  29,805,183  5,037,142

Edmund F. Kelly

  1,705,291,376  21,426,564  5,463,491

Windle B. Priem

  1,691,099,996  35,620,516  5,460,619

Paul Sagan

  1,705,562,500  21,123,410  5,495,521

David N. Strohm

  1,691,510,362  35,153,620  5,517,449

Joseph M. Tucci

  1,685,141,066  42,444,488  4,595,877

 

2.Ratification of the selection by the Audit Committee of PricewaterhouseCoopers LLP as EMC’s independent auditors for the fiscal year ending December 31, 2009:

 

For:

  1,711,680,650

Against:

  17,449,227

Abstain:

  3,051,554

Broker Non-Vote:

  0

 

52

3.Approval of an amendment to the EMC Corporation Amended and Restated 1989 Employee Stock Purchase Plan to increase by 30 million the number of shares of Common Stock availablefor grant under such plan:

 

For:

  1,336,640,447

Against:

  28,845,818

Abstain:

  2,130,656

Broker Non-Vote:

  364,564,510

 

4.Approval of an amendment to EMC’s Bylaws to reduce the percentage of shares required for shareholders to call a special meeting of shareholders:
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For:

  1,694,213,135

Against:

  34,734,911

Abstain:

  3,233,385

Broker Non-Vote:

  0

 

5.Approval of a shareholder proposal relating to an advisory vote on executive compensation:
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For:

  641,170,005

Against:

  654,300,427

Abstain:

  72,142,811

Broker Non-Vote:

  364,568,188

 


KEYWORDS:Board Elections,Classified Boards,Executive Compensation,Say on Pay,Calling Extraordinary Meetings,
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