The 2017 Annual
Meeting of Stockholders (the Annual Meeting) of the Company was
held on May18, 2017. Proxies were solicited to the Companys proxy
statement filed on April21, 2017, with the Securities and
Exchange Commission under Section14(a) of the Securities Exchange
Act of 1934, as amended.

The number of
shares of the Companys common stock, $0.01 par value per share
(Common Stock), entitled to vote at the Annual Meeting was
34,076,544. The number of shares of Common Stock present or
represented by valid proxy at the Annual Meeting was 31,952,897,
representing 93.76% of the total number of shares of Common Stock
entitled to vote at the Annual Meeting. Each share of Common
Stock was entitled to one vote with respect to matters submitted
to the Companys stockholders at the Annual Meeting.

At the Annual
Meeting, the Companys stockholders were asked (i)to elect the
Companys Board of Directors, (ii)to ratify the appointment of
Ernst Young LLP as the Companys independent registered public
accounting firm for the fiscal year ending December31, 2017,
(iii)to vote to approve, on an advisory basis, the compensation
paid to the Companys named executive officers, (iv)to vote, on an
advisory basis, on the frequency of future advisory votes on the
compensation of the Companys named executive officers, (v)to
approve an amendment to the Companys By-laws to adopt majority
voting in uncontested director elections, (vi)to approve an
amendment to the Companys By-laws to adopt advance notice
procedures for director nominations and stockholder proposals and
(vii)to approve an amendment to the Companys By-laws to permit
the board of directors to amend the By-laws.