Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 8, 2024, Flex Ltd. (the "Company") held its 2024 Annual General Meeting. There were 398,803,737 Ordinary Shares entitled to be voted and 367,911,599 Ordinary Shares were voted in person or by proxy at the Annual General Meeting.
At the Annual General Meeting:
(1) The shareholders re-elected the nine (9) nominees for director.
(2) The shareholders re-appointed Deloitte & Touche LLP as the Company's independent auditors for the 2025 fiscal year and authorized the Company's Board of Directors, upon the recommendation of the Audit Committee of the Board of Directors, to fix their remuneration.
(3) The shareholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers.
(4) The shareholders approved a general authorization for the Company's Board of Directors to allot and issue Ordinary Shares.
(5) The shareholders approved the renewal of the Company's Share Purchase Mandate permitting the Company to purchase or otherwise acquire up to 20% of its own issued and outstanding Ordinary Shares as of the date of the Annual General Meeting.
The Company's Inspector of Elections certified the following vote tabulations from the Annual General Meeting:
|
Board of Directors:
|
Broker
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Nominee
|
For
|
Against
|
Abstain
|
Non-Votes
|
Revathi Advaithi
|
348,417,415
|
892,472
|
73,318
|
18,528,394
|
John D. Harris II
|
346,053,136
|
3,269,974
|
60,095
|
18,528,394
|
Michael E. Hurlston
|
312,734,965
|
36,586,680
|
61,560
|
18,528,394
|
Erin L. McSweeney
|
343,247,898
|
6,076,735
|
58,572
|
18,528,394
|
Charles K. Stevens, III
|
339,577,771
|
9,743,718
|
61,716
|
18,528,394
|
Maryrose T. Sylvester
|
346,542,896
|
2,783,866
|
56,443
|
18,528,394
|
Lay Koon Tan
|
339,625,087
|
9,697,621
|
60,497
|
18,528,394
|
Patrick J. Ward
|
348,452,062
|
867,988
|
63,155
|
18,528,394
|
William D. Watkins
|
338,409,577
|
10,915,986
|
57,642
|
18,528,394
|
|
Broker
|
For
|
Against
|
Abstain
|
Non-Votes
|
Re-appointment of Deloitte & Touche LLP
|
347,687,406
|
19,905,528
|
318,665
|
-
|
as the Company's independent auditors for the
|
2024 fiscal year and to authorize the Board of
|
Directors, upon the recommendation of the
|
Audit Committee of the Board of Directors, to
|
fix their remuneration
|
2
|
Broker
|
For
|
Against
|
Abstain
|
Non-Votes
|
Non-binding, advisory resolution relating to
|
335,630,252
|
8,871,438
|
4,881,515
|
18,528,394
|
the compensation of the Company's named
|
executive officers
|
|
Broker
|
For
|
Against
|
Abstain
|
Non-Votes
|
General authorization for the Board of
|
310,137,276
|
38,898,505
|
347,424
|
18,528,394
|
Directors to allot and issue Ordinary Shares
|
|
Broker
|
For
|
Against
|
Abstain
|
Non-Votes
|
Renewal of the Share Purchase Mandate
|
338,608,115
|
8,992,210
|
1,782,880
|
18,528,394
|
relating to acquisitions by the Company of
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up to 20% of its issued and outstanding
|
Ordinary Shares as of the date of the Annual
|
General Meeting
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