On May 23, 2012, the Board of Directors of the Company approved, based on recommendations of the Compensation Committee, the following changes in compensation for non-employee directors (we do not pay our President and Chief Executive Officer, Mr. Pickus who is the only Company employee serving as a director, any additional compensation for serving on our Board):

Cash retainer. In light of additional work required of certain chairperson positions, the additional annual cash retainer paid to the Chairman of the Board of Directors was increased by $1,250 to a total $16,250, and the additional annual cash retainer paid to the Chairman of the Audit Committee was increased by $1,000 to a total of $13,500. All other cash retainers for non-employee directors and chairperson positions remain unchanged.

Annual equity grants. At the conclusion of each regular annual meeting of our stockholders, each continuing non-employee director has typically received a fully vested grant of an option to purchase 18,000 shares of our common stock or such other amount as may be determined by the Board at the time of the grant. On May 23, 2012 at the conclusion of this year's annual meeting of our stockholders, the Board, based on the recommendations of the Compensation Committee and pursuant to the terms of the 2010 Equity and Performance Incentive Plan ("2010 Plan") including Section 9 thereof, authorized the grant of 16,949 restricted stock units ("RSUs") to each non-employee director; these RSUs vest one year from the grant date and are in lieu of fully vested option grants to common stock typically used for annual non-employee director equity grants in previous years. The quantity of RSUs for each grant was determined by dividing a $40,000 value by the fair market value of the Company's common stock on the grant date, i.e., the closing price of our common stock on the NASDAQ Global Select Market on the date of grant.

Equity grants for committee service. In addition, the Board, based on the recommendations of the Compensation Committee, approved the grant of additional RSUs, also with one-year vesting periods, to each non-employee, non-chairman member of Board committees in light of the additional work required of these directors. The quantity of RSUs granted were calculated by dividing the following values for service on each committee by the fair market value of the Company's common stock on the grant date: $7,000 value for service on the Audit Committee; $5,000 value for service on the Compensation Committee; and $2,800 for service on the Nominating and Corporate Governance Committee.

(a) On May 23, 2012, Support.com held its Annual Meeting of Stockholders.

(b) At the Annual Meeting, three proposals were acted upon by the stockholders. The number of votes cast for, against, or withheld as to each such proposal or nominee, as well as the number of abstentions and broker non-votes as to each such proposal or nominee, have been certified and are set forth below:

                     Voting Results for 2012 Annual Meeting

             Vote Item                Nominee            For      Withheld       Against       Broker Nonvote
        1. Election of
             Directors
         [All elected]         Shawn Farshchi     30,467,681       216,320             0           13,464,307
                                   Mark Fries     30,659,908        24,093             0           13,464,307
                               Michael Linton     30,462,863       221,138             0           13,464,307
                           J. Martin O'Malley     30,664,726        19,275             0           13,464,307
                                Joshua Pickus     30,664,768        19,233             0           13,464,307
                                Toni Portmann     30,467,681       216,320             0           13,464,307
                                 Jim Stephens     30,462,863       221,138             0           13,464,307

             Vote Item                Details            For       Against       Abstain       Broker Nonvote
                             The "say-on-pay"
                           proposal addresses
                                  our overall
    2. Approval, on an   philosophy, policies
    Advisory Basis, of          and practices
   the Compensation of            relating to
   Support.com's Named    compensation of our
    Executive Officers        Named Executive
            [Approved]              Officers.     30,264,969       362,972        56,060           13,464,307

             Vote Item                Details            For       Against       Abstain       Broker Nonvote
    5. Ratification of
               Auditor
            [Ratified]      Ernst & Young LLP     43,799,764       230,482       118,062                    -

(c) Not applicable.