Item 5.07
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Submission of Matters to a Vote of Security
Holders.
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(a) On November 18, 2022, Aeva Technologies, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders. At the meeting, the Company's
stockholders voted on the following proposals:
1. Elect the Class I director named in the Company’s Proxy Statement to hold office until the 2025 annual meeting of stockholders and until their
respective successors have been duly elected and qualified;
2. Ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending
December 31, 2022;
3. Approve an amendment to the Company’s 2021 Incentive Award Plan;
4. Approve the Company’s Employee Stock Purchase Plan;
5. Advisory (non-binding) vote to approve the compensation of the Company’s named executive officers;
6. Advisory (non-binding) vote on the frequency of future advisory votes on executive compensation.
(b) The Class I nominee to the Board of Directors of the Company was elected at the meeting; proposals 2, 3, 4 and 5 received the affirmative votes
required for approval; and proposal 6 received the majority of votes for “three years” as the preferred frequency of future advisory votes on the compensation of the Company’s named executive officers.
The number of shares voted for, against and withheld, as well as the number of broker non-votes and abstentions, as the case may be, as to each
proposal were as follows:
Proposal 1 - Election of the Class I nominee named in the proxy statement to the Company’s Board of Directors
NOMINEE
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FOR
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WITHHOLD
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BROKER NON-VOTE
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Erin L. Polek
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124,265,371
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218,938
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30,454,411
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Proposal 2 - Ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending December
31, 2022
FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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154,649,133
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150,152
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139,435
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-
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Proposal 3 – Approval of an amendment to the Company’s 2021 Incentive Award Plan
FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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93,756,706
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30,411,838
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315,765
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30,454,411
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Proposal 4 - Approval of the Company’s Employee Stock Purchase Plan
FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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97,841,434
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26,203,088
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439,787
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30,454,411
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Proposal 5 - Advisory vote to approve the compensation of the Company’s named executive officers
FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTE
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122,513,651
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1,529,554
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441,104
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30,454,411
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Proposal 6 - Advisory vote on the frequency of future advisory votes on executive compensation
EVERY YEAR
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EVERY TWO YEARS
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EVERY THREE YEARS
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ABSTAIN
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31,105,393
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205,939
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92,949,093
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223,884
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