Item 5.07. Submission of Matters to a Vote of Security Holders.
On February 28, 2023, Tetra Tech, Inc. (“Tetra Tech”) held its annual meeting of
stockholders for the following purposes:
(1) To elect eight members to its Board of Directors;
(2) To approve, on an advisory basis, its named executive officers’ compensation;
(3) To indicate, on an advisory basis, the preferred frequency of future advisory
votes on its named executive officers’ compensation;
(4) To ratify the appointment of PricewaterhouseCoopers LLP as its independent
registered public accounting firm for fiscal 2023; and
(5) To act upon such other matters as may properly come before the meeting or any
adjournments or postponements thereof.
The votes cast in connection with such matters were as follows:
Election of Directors: Name For Against Abstain Non-Votes Dan L. Batrack 41,299,090 2,484,248 212,808 3,237,874 Gary R. Birkenbeuel 43,553,704 405,990 36,452 3,237,874 Prashant Gandhi 43,686,819 270,328 38,999 3,237,874 Joanne M. Maguire 43,082,588 877,470 36,088 3,237,874 Christiana Obiaya 43,779,713 179,819 36,614 3,237,874 Kimberly E. Ritrievi 43,776,110 183,403 36,633 3,237,874 J. Kenneth Thompson 38,744,530 5,188,157 63,459 3,237,874 Kirsten M. Volpi 43,252,308 707,168 36,670 3,237,874
Advisory Resolution Regarding Executive Compensation:
For Against Abstain Non-Votes 41,745,090 2,191,388 59,668 3,237,874
Preferred Frequency of Advisory Votes on Executive Compensation:
One Year Two Years Three Years Abstain 43,004,509 15,569 937,102 38,966 2
Appointment of PricewaterhouseCoopers LLP:
For Against Abstain Non-Votes(1) 46,552,759 638,444 42,817 --
(1) This proposal constituted a routine matter. Therefore, brokers were
permitted to vote without receipt of instructions from beneficial owners.
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