Item 5.07 Submission of Matters to a Vote of Security Holders
On September 19, 2024, Freedom Holding Corp. (the "Company") held its 2024 annual meeting of stockholders (the "2024 Annual Meeting"). As of July 24, 2024, the record date for the 2024 Annual Meeting, 60,721,010 shares of the Company's common stock were issued and outstanding and entitled to vote at the 2024 Annual Meeting. A summary of the matters voted upon by the Company's stockholders is set forth below.
Proposal 1 - Election of Directors. The Company's stockholders elected Andrew Gamble, Amber Williams and Kairat Kelimbetov as Class II directors of the Company until the 2027 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified. The voting results were as follows:
|
FOR
|
WITHHELD
|
BROKER NON-VOTE
|
|
Andrew Gamble
|
42,618,684
|
77
|
1,957,028
|
Amber Williams
|
42,570,028
|
48,733
|
1,957,028
|
Kairat Kelimbetov
|
42,602,690
|
16,071
|
1,957,028
|
Proposal 2 - Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers. The Company's stockholders voted to approve, on an advisory basis, the compensation of the Company's named executive officers. The voting results were as follows:
|
FOR
|
AGAINST
|
ABSTAIN
|
BROKER NON-VOTE
|
|
42,599,378
|
18,826
|
557
|
1,957,028
|
|
|
Proposal 3 - Advisory Vote on the Frequency of Future Advisory Votes of Named
Executive Officer Compensation. The Company's stockholders voted to approve, on
an advisory basis, the frequency with which stockholders are provided an advisory vote on compensation of the Company's named executive officers. The voting results were as follows:
|
1 YEAR
|
2 YEARS
|
3 YEARS
|
ABSTAIN
|
BROKER NON-VOTE
|
|
42,611,768
|
6,066
|
527
|
400
|
1,957,028
|
|
|
Based on the results of the advisory vote, the Company will hold a non-binding,
advisory vote on the compensation of its named executive officers annually.
Proposal 4 - Ratification of the Appointment of the Company's Independent Registered Public Accounting Firm. The Company's stockholders voted to ratify the appointment of Deloitte LLP in Kazakhstan, a member of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee, as the Company's independent registered public accounting firm for the 2025 fiscal year. The voting results were as follows:
|
FOR
|
AGAINST
|
ABSTAIN
|
|
44,568,387
|
7,256
|
146
|