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CDI CORP FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 22, 2014

Item 5.07. Submission of Matters to a Vote of Security Holders

On May 20, 2014, CDI Corp. held its 2014 Annual Meeting of Shareholders. A total of 18,398,194 shares of common stock were voted in person or by proxy, representing 94.23 percent of the shares entitled to vote. Below are the final voting results on proposals considered and voted upon at the meeting, all of which are described in CDI's 2014 Proxy Statement.

1. Election of Directors - The eight nominees listed below were elected to serve on the Board of Directors for the ensuing year. There were 1,230,758 broker non-votes in connection with the election of directors.

Joseph L. Carlini - 14,160,756 votes for and 3,006,680 votes withheld Michael J. Emmi - 14,105,389 votes for and 3,062,047 votes withheld Walter R. Garrison - 9,900,660 votes for and 7,266,776 votes withheld Lawrence C. Karlson - 14,103,251 votes for and 3,064,185 votes withheld Ronald J. Kozich - 14,111,050 votes for and 3,056,386 votes withheld Anna M. Seal - 14,127,343 votes for and 3,040,093 votes withheld Albert E. Smith - 14,126,195 votes for and 3,041,241 votes withheld Barton J. Winokur - 13,289,747 votes for and 3,877,689 votes withheld

2. Advisory vote to approve executive compensation - 16,863,779 votes in favor, 246,702 votes against, 56,955 votes abstaining, and 1,230,758 broker non-votes. This proposal was approved.

3. Proposal to ratify the appointment of KPMG LLP as CDI's independent registered public accounting firm for 2014 - 18,352,277 votes in favor, 40,137 votes against and 5,780 votes abstaining. This proposal was approved.


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Source: Edgar Glimpses

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