SOHU.COM INC. (NASDAQ:SOHU) Files An 8-K Submission of Matters to a Vote of Security Holders

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SOHU.COM INC. (NASDAQ:SOHU) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07. Submission of Matters to a Vote of Security Holders.

The following proposals were submitted to the stockholders of
Sohu.com Inc. (Sohu) at the annual meeting of stockholders held
on June20, 2017:


1.
Election of three directors, to serve for a two-year term or
until their earlier resignation or removal;


2.
Advisory resolution approving Sohus executive compensation;


3.
Advisory vote on the frequency of future advisory votes on
Sohus executive compensation; and

Ratification of the appointment of PricewaterhouseCoopers
Zhong Tian LLP as Sohus independent auditors for the fiscal
year ending December31, 2017.

Information regarding the foregoing proposals is incorporated by
reference herein from Sohus proxy statement filed with the
Securities and Exchange Commission (the SEC) on April27, 2017.

Proposal 1.The number of votes cast for and
withheld from the three persons nominated for election as
directors, and the number of non-votes, are as follows:


Nominee


For

Withheld

Non-Votes


Mr.Charles Huang

12,540,344 13,516,999 3,277,396


Dr.Dave Qi

11,361,754 14,695,589 3,277,396


Mr.Shi Wang

11,079,623 14,977,720 3,277,396

Mr.Charles Huang, Dr.Dave Qi, and Mr.Shi Wang were all elected as
directors.

Proposal 2.The number of votes cast for and
against the advisory resolution approving the compensation paid
to Sohus named executive officers, as disclosed to the
compensation disclosure rules of the SEC, including the
Compensation Discussion and Analysis, the compensation tables,
the narrative discussion, and any related material disclosed in
Sohus proxy statement filed with the SEC on April27, 2017, and
the number of abstentions and non-votes, are as follows:


For

Against

Abstentions

Non-Votes
17,658,494 1,625,337 6,773,512 3,277,396

The stockholders voted in favor of the advisory resolution
approving the compensation paid to Sohus named executive
officers.

Proposal 3.In voting on the frequency of future
advisory votes on Sohus executive compensation, the number of
votes cast in favor of every one, two, and three years, and the
number of abstentions and non-votes, are as follows:


Every year

Everytwoyears

Everythreeyears

Abstentions

Non-Votes
25,042,656 6,078 1,005,002 3,607 3,277,396

The stockholders voted in favor of having future advisory votes
on executive compensation occur every year.

Proposal 4.The number of votes cast for and
against ratification of the appointment of PricewaterhouseCoopers
Zhong Tian LLP as Sohus independent auditors, and the number of
abstentions and non-votes, are as follows:


For

Against

Abstentions

Non-Votes
29,075,060 225,828 33,851

The ratification of the appointment of PricewaterhouseCoopers
Zhong Tian LLP as Sohus independent auditors was approved.


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About SOHU.COM INC. (NASDAQ:SOHU)

Sohu.com Inc. (Sohu) is an online media, search and game service company providing online products and services on personal computers (PCs) and mobile devices in the People’s Republic of China (the PRC). The Company operates through three segments: the Sohu segment; the Sogou segment, and the Changyou segment. Sogou is an online search, client software and mobile Internet product provider in China. Changyou is an online game developer and operator in China as measured by its MMOG Tian Long Ba Bu (TLBB) and its mobile game TLBB three-dimensional (TLBB 3D), and engages primarily in the development, operation and licensing of online games for PCs and mobile devices. The Sohu segment’s main business is the brand advertising business, which offers to users, over its matrices of Chinese language online media, various content, products and services across multiple Internet-enabled devices.

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