Waste Management shareholders approve officer exculpation amendment; elect directors

At the Annual Meeting of Stockholders of Waste Management, Inc. (the “Company”) held on May 14, 2024 (the “Annual Meeting”), the Company’s stockholders approved an amendment to the Company’s Third Restated Certificate of Incorporation (the “Certificate”) to eliminate or limit the personal liability of certain officers for monetary damages associated with claims of breach of the duty of care in certain instances (referred to as “exculpation”) as permitted by the Delaware General Corporation Law (“DGCL”) and also simplify the existing exculpation provision related to directors of the Company set forth in the Certificate by referring to the DGCL as the same exists or may hereafter be amended instead of specifying each instance where exculpation for directors is currently not available under the DGCL (the “Charter Amendment”).

1. Election to the Company’s Board of Directors of the following nine director nominees: Name For Against Abstentions Broker Non-Votes Thomas L. Bené 298,944,012 3,021,689 358,398 42,325,852 Bruce E. Chinn 298,749,747 3,215,839 358,513 42,325,852 James C. Fish, Jr. 298,860,021 3,107,616 356,462 42,325,852 Andrés R. Gluski 292,489,565 9,478,223 356,311 42,325,852 Victoria M. Holt 286,998,734 14,975,886 349,479 42,325,852 Kathleen M. Mazzarella 292,298,272 9,669,679 356,148 42,325,852 Sean E. Menke 293,876,225 8,091,150 356,724 42,325,852 William B. Plummer 295,627,666 6,339,435 356,998 42,325,852 Maryrose T. Sylvester 293,209,573 8,778,902 335,624 42,325,852

3. Approval, on an advisory basis, of the Company’s executive compensation as described in the Company’s 2024 proxy statement: For Against Abstentions Broker Non-Votes 279,746,494 21,569,162 1,008,443 42,325,852

4. Approval of an Amendment to the Certificate of Incorporation to Provide for Officer Exculpation: For Against Abstentions Broker Non-Votes 266,220,807 35,233,110 870,182 42,325,852

2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024: For Against Abstentions 327,464,750 16,486,752 698,449