As discussed below in Item 5.07, at our 2012 Annual Meeting of Stockholders (the "Annual Meeting") our stockholders approved an amendment to our 2006 Equity Incentive Plan to increase the number of shares of our common stock available for issuance under such plan by 5,000,000 shares.

On June 11, 2012, we held our Annual Meeting at which our stockholders
(i) elected Ernst-Günter Afting, Kenneth F. Buechler, John A. Fazio, Harry F. Hixson, Jr., Richard A. Lerner, Ronald M. Lindsay, David Pendarvis and Charles P. Slacik as directors to hold office until our annual meeting of stockholders in 2013, (ii) approved an amendment to our 2006 Equity Incentive Plan to increase the number of shares of our common stock available for issuance under such plan by 5,000,000 shares, (iii) did not approve, on an advisory basis, the compensation of our named executive officers, as disclosed in our proxy statement, and (iv) ratified the selection by the Audit Committee of our Board of Directors (the "Audit Committee") of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2012.

We had 114,539,136 shares of common stock outstanding and entitled to vote as of the close of business on April 16, 2012, the record date for the Annual Meeting. At the Annual Meeting, 95,103,885 shares of common stock were present in person or represented by proxy for the four proposals indicated above. The following sets forth detailed information regarding the results of the voting at the Annual Meeting:

Proposal 1: The election of Ernst-Günter Afting, Kenneth F. Buechler, John A. Fazio, Harry F. Hixson, Jr., Richard A. Lerner, Ronald M. Lindsay, David Pendarvis and Charles P. Slacik as directors to hold office until our annual meeting of stockholders in 2013.

     Director                Votes For        Votes Withheld       Broker Non Votes
     Ernst-Günter Afting      55,592,438            1,818,140             37,693,307
     Kenneth F. Buechler      54,261,307            3,149,271             37,693,307
     John A. Fazio            55,617,232            1,793,346             37,693,307
     Harry F. Hixson, Jr.     55,309,681            2,100,897             37,693,307
     Richard A. Lerner        27,919,216           29,491,362             37,693,307
     Ronald M. Lindsay        55,500,232            1,910,346             37,693,307
     David Pendarvis          54,375,563            3,035,015             37,693,307
     Charles P. Slacik        55,564,368            1,846,210             37,693,307

Proposal 2: To approve an amendment to our 2006 Equity Incentive Plan to increase the number of shares of our common stock available for issuance under such plan by 5,000,000 shares.

                         Votes in Favor       41,882,427
                         Votes Against        15,394,895
                         Abstentions             133,256
                         Broker Non-Votes     37,693,307

2.

                         Votes in Favor       27,646,054
                         Votes Against        29,555,424
                         Abstentions             209,100
                         Broker Non-Votes     37,879,410

Proposal 4: To ratify the selection by the Audit Committee of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2012.

                         Votes in Favor       93,345,281
                         Votes Against         1,188,675
                         Abstentions             569,929
                         Broker Non-Votes              0

3.