As filed with the Securities and Exchange Commission on August 23, 2019
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
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Investment Company Act file number 811-08043
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THE BERKSHIRE FUNDS
(Exact name of registrant as specified in charter)
475 Milan Drive, Suite #103
San Jose, CA 95134-2453
(Address of principal executive offices)
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AGENT FOR SERVICE:
MALCOLM R. FOBES III
The Berkshire Funds
475 Milan Drive, Suite #103
San Jose, CA 95134-2453
(Name and Address of Agent for Service)
COPIES TO:
DONALD S. MENDELSOHN, ESQ.
Thompson Hine LLP
312 Walnut Street
14th Floor
Cincinnati, Ohio 45202
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Registrant's telephone number, including area code: 1-408-526-0707
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Date of fiscal year end: December 31
Date of reporting period: July 1, 2018 - June 30, 2019
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later
than August 31 of each year, containing the registrant's proxy voting record
for the most recent twelve-month period ended June 30, pursuant to section 30
of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR
270.30b1-4). The Commission may use the information provided on Form N-PX in
its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX,
And the Commission will make this information public. A registrant is not
Required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington, DC 20549-0609. The OMB has reviewed this collection of infor-
mation under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. PROXY VOTING RECORD
COMPANY: ADOBE SYSTEMS INC.
TICKER: ADBE
CUSIP: 00724F101
MEETING
DATE: 4/11/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director AMY BANSE For For Management
1.2 Elect Director FRANK CALDERONI For For Management
1.3 Elect Director JAMES DALEY For For Management
1.4 Elect Director LAURA DESMOND For For Management
1.5 Elect Director CHARLES GESCHKE For For Management
1.6 Elect Director SHANTANU NARAYEN For For Management
1.7 Elect Director KATHLEEN OBERG For For Management
1.8 Elect Director DHEERAJ PANDEY For For Management
1.9 Elect Director DAVID RICKS For For Management
1.10 Elect Director DANIEL ROSENSWEIG For For Management
1.11 Elect Director JOHN WARNOCK For For Management
2 APPROVE THE 2019 EQUITY INCENTIVE PLAN
TO REPLACE OUR 2003 EQUITY INCENTIVE
PLAN. For For Management
3 RATIFY THE APPOINTMENT OF KPMG LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL YEAR
ENDING ON NOVEMBER 29, 2019. For For Management
4 APPROVAL ON AN ADVISORY BASIS OF THE
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS. For For Management
5 CONSIDER AND VOTE UPON ONE STOCKHOLDER
PROPOSAL. Against Against Shareholder
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COMPANY: ADVANCED MICRO DEVICES INC.
TICKER: AMD
CUSIP: 007903107
MEETING
DATE: 5/15/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director JOHN E. CALDWELL For For Management
1.2 Elect Director NORA M. DENZEL For For Management
1.3 Elect Director MARK DURCAN For For Management
1.4 Elect Director JOSEPH A. HOUSEHOLDER For For Management
1.5 Elect Director JOHN W. MARREN For For Management
1.6 Elect Director LISA T. SU For For Management
1.7 Elect Director ABHI Y. TALWALKAR For For Management
2 RATIFY THE APPOINTMENT OF ERNST & YOUNG
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT FISCAL
YEAR. For For Management
3 APPROVAL OF THE AMENDMENT AND
RESTATEMENT OF THE ADVANCED MICRO
DEVICES, INC. 2004 EQUITY INCENTIVE PLAN. For For Management
4 ADVISORY VOTE TO APPROVE THE EXECUTIVE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS. For For Management
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COMPANY: ALIBABA GROUP HOLDING LTD.
TICKER: BABA
CUSIP: 01609W102
MEETING
DATE: 10/31/18
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director JOSEPH C. TSAI For For Management
1.2 Elect Director J. MICHAEL EVANS For For Management
1.3 Elect Director ERIC XIANDONG JING For For Management
1.4 Elect Director BORJE E. EKHOLM For For Management
2 RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY. For For Management
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COMPANY: ALIBABA GROUP HOLDING LTD.
TICKER: BABA
CUSIP: 01609W102
MEETING
DATE: 10/31/18
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Mgmt Vote
# Proposal Rec Cast Sponsor
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2 EFFECT AN INCREASE IN THE NUMBER OF
AUTHORIZED ORDINARY SHARES TO
32,000,000,000 AND EFFECT A
ONE-TO-EIGHT SHARE SUBDIVISION
OF THE COMPANY'S ORDINARY SHARES. For For Management
2.1 Elect Director DANIEL ZHANG For For Management
2.2 Elect Director CHEE HWA TUNG For For Management
2.3 Elect Director JERRY YANG For For Management
2.4 Elect Director WAN LING MARTELLO For For Management
3 RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY. For For Management ==============================================================================
COMPANY: ALPHABET INC.
TICKER: GOOGL
CUSIP: 02079K305
MEETING
DATE: 6/19/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director LARRY PAGE For For Management
1.2 Elect Director SERGEY BRIN For For Management
1.3 Elect Director JOHN L. HENNESSY For For Management
1.4 Elect Director L. JOHN DOERR For For Management
1.5 Elect Director ROGER W. FERGUSON, JR. For For Management
1.6 Elect Director ANN MATHER For For Management
1.7 Elect Director ALAN R. MULALLY For For Management
1.8 Elect Director SUNDAR PICHAI For For Management
1.9 Elect Director K. RAM SHRIRAM For For Management
1.10 Elect Director ROBIN L. WASHINGTON For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS ALPHABET'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2019. For For Management
3 THE AMENDMENT AND RESTATEMENT OF
ALPHABET'S 2012 STOCK PLAN TO INCREASE
THE SHARE RESERVE BY 3,000,000 SHARES
OF CLASS C CAPITAL STOCK. For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
EQUAL SHAREHOLDER VOTING, IF PROPERLY
PRESENTED AT THE MEETING. Against Abstain Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING
INEQUITABLE EMPLOYMENT PRACTICES,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING THE
ESTABLISHMENT OF A SOCIETAL RISK
OVERSIGHT COMMITTEE, IF PROPERLY
PRESENTED AT THE MEETING. Against Abstain Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING A
REPORT ON SEXUAL HARASSMENT RISK
MANAGEMENT, IF PROPERLY PRESENTED
AT THE MEETING. Against For Shareholder
8 A STOCKHOLDER PROPOSAL REGARDING
MAJORITY VOTE FOR THE ELECTION OF
DIRECTORS, IF PROPERLY PRESENTED
AT THE MEETING. Against Against Shareholder
9 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON GENDER PAY, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
10 A STOCKHOLDER PROPOSAL REGARDING
STRATEGIC ALTERNATIVES, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
11 A STOCKHOLDER PROPOSAL REGARDING
THE NOMINATION OF AN EMPLOYEE
REPRESENTATIVE DIRECTOR, IF
PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
12 A STOCKHOLDER PROPOSAL REGARDING
SIMPLE MAJORITY VOTE, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
13 A STOCKHOLDER PROPOSAL REGARDING
A SUSTAINABILITY METRICS REPORT,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
14 A STOCKHOLDER PROPOSAL REGARDING
GOOGLE SEARCH IN CHINA, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
15 A STOCKHOLDER PROPOSAL REGARDING A
CLAWBACK POLICY, IF PROPERLY
PRESENTED AT THE MEETING. Against Abstain Shareholder
16 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON CONTENT GOVERNANCE,
IF PROPERLY PRESENTED AT THE MEETING. Against Abstain Shareholder
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COMPANY: AMAZON.COM INC.
TICKER: AMZN
CUSIP: 023135106
MEETING
DATE: 5/22/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director JEFFREY P. BEZOS For For Management
1.2 Elect Director TOM A. ALBERG For For Management
1.3 Elect Director ROSALIND G. BREWER For For Management
1.4 Elect Director JAMIE S. GORELICK For For Management
1.5 Elect Director DANIEL P. HUTTENLOCHER For For Management
1.6 Elect Director JUDITH A. MCGRATH For For Management
1.7 Elect Director INDRA K. NOOYI For For Management
1.8 Elect Director JONATHAN J. RUBINSTEIN For For Management
1.9 Elect Director THOMAS O. RYDER For For Management
1.10 Elect Director PATRICIA Q. STONESIFER For For Management
1.11 Elect Director WENDELL P. WEEKS For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS. For For Management
3 ADVISORY VOTE TO APPROVE EXECUTIVE
COMPENSATION. For For Management
4 SHAREHOLDER PROPOSAL REQUESTING AN
ANNUAL REPORT ON MANAGEMENT OF FOOD
WASTE. Against Against Shareholder
5 SHAREHOLDER PROPOSAL REQUESTING A
REDUCTION IN THE OWNERSHIP THRESHOLD
FOR CALLING SPECIAL SHAREHOLDER
MEETINGS. Against Against Shareholder
6 SHAREHOLDER PROPOSAL REQUESTING
A BAN ON GOVERNMENT USE OF CERTAIN
TECHNOLOGIES. Against Against Shareholder
7 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON THE IMPACT OF GOVERNMENT
USE OF CERTAIN TECHNOLOGIES. Against Against Shareholder
8 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON CERTAIN PRODUCTS. Against Against Shareholder
9 SHAREHOLDER PROPOSAL REQUESTING AN
INDEPENDENT BOARD CHAIR POLICY. Against Against Shareholder
10 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON CERTAIN EMPLOYMENT POLICIES. Against Against Shareholder
11 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON CLIMATE CHANGE TOPICS. Against Against Shareholder
12 SHAREHOLDER PROPOSAL REQUESTING A
BOARD IDEOLOGY DISCLOSURE POLICY. Against Against Shareholder
13 SHAREHOLDER PROPOSAL REQUESTING
CHANGES TO THE COMPANY'S GENDER
PAY REPORTING. Against Against Shareholder
14 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON INTEGRATING CERTAIN METRICS
INTO EXECUTIVE COMPENSATION. Against Against Shareholder
15 SHAREHOLDER PROPOSAL REGARDING
VOTE-COUNTING PRACTICES FOR
SHAREHOLDER PROPOSALS. Against Against Shareholder
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COMPANY: APPLE INC.
TICKER: AAPL
CUSIP: 037833100
MEETING
DATE: 3/1/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director JAMES BELL For For Management
1.2 Elect Director TIM COOK For For Management
1.3 Elect Director AL GORE For For Management
1.4 Elect Director BOB IGER For For Management
1.5 Elect Director ANDREA JUNG For For Management
1.6 Elect Director ART LEVINSON For For Management
1.7 Elect Director RON SUGAR For For Management
1.8 Elect Director SUE WAGNER For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS APPLE'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2019. For For Management
3 ADVISORY VOTE TO APPROVE EXECUTIVE
COMPENSATION. For For Management
4 A SHAREHOLDER PROPOSAL ENTITLED
"SHAREHOLDER PROXY ACCESS AMENDMENTS" Against Against Shareholder
5 A SHAREHOLDER PROPOSAL ENTITLED
"TRUE DIVERSITY BOARD POLICY" Against Against Shareholder
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COMPANY: ARISTA NETWORKS INC.
TICKER: ANET
CUSIP: 040413106
MEETING
DATE: 5/28/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director CHARLES GIANCARLO For For Management
1.2 Elect Director ANN MATHER For For Management
1.3 Elect Director DANIEL SCHEINMAN For For Management
2 APPROVAL ON AN ADVISORY BASIS OF
THE COMPENSATION OF THE NAMED
EXECUTIVE OFFICERS. For For Management
3 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
OUR FISCAL YEAR ENDING
DECEMBER 31, 2019. For For Management
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COMPANY: CADENCE DESIGN SYSTEMS, INC.
TICKER: CDNS
CUSIP: 127387108
MEETING
DATE: 5/2/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director MARK W. ADAMS For For Management
1.2 Elect Director SUSAN L. BOSTROM For For Management
1.3 Elect Director JAMES D. PLUMMER For For Management
1.4 Elect Director ALBERTO SANGIOVANNI-
VINCENTELLI For For Management
1.5 Elect Director JOHN B. SHOVEN For For Management
1.6 Elect Director ROGER S. SIBONI For For Management
1.7 Elect Director YOUNG K. SOHN For For Management
1.8 Elect Director LIP-BU TAN For For Management
1.9 Elect Director MARY AGNES WILDEROTTER For For Management
2 APPROVAL OF THE AMENDMENT OF THE OMNIBUS
EQUITY INCENTIVE PLAN. For For Management
3 APPROVAL OF THE AMENDMENT OF THE
RESTATED CERTIFICATE OF INCORPORATION
TO ELIMINATE SUPERMAJORITY VOTE
REQUIREMENTS FOR SPECIFIED CORPORATE
ACTIONS. For For Management
4 ADVISORY RESOLUTION TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION. For For Management
5 RATIFICATION OF THE SELECTION OF
KPMG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF CADENCE FOR
ITS FISCAL YEAR ENDING
DECEMBER 28, 2019. For For Management
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COMPANY: CHEGG, INC.
TICKER: CHGG
CUSIP: 163092109
MEETING
DATE: 6/5/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director JOHN YORK For For Management
2 TO APPROVE THE NON-BINDING ADVISORY
VOTE ON EXECUTIVE COMPENSATION FOR
THE YEAR ENDED DECEMBER 31, 2018. For For Management
3 TO RATIFY THE APPOINTMENT OF
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2019. For For Management
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COMPANY: COUPA SOFTWARE, INC.
TICKER: COUP
CUSIP: 22266L106
MEETING
DATE: 5/28/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director ROBERT BERNSHTEYN For For Management
1.2 Elect Director LESLIE CAMPBELL For For Management
1.3 Elect Director FRANK VAN VEENENDAAL For For Management
2 PROPOSAL TO RATIFY THE APPOINTMENT
OF ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING JANUARY 31, 2020. For For Management
3 ADVISORY (NON-BINDING) VOTE TO APPROVE
NAMED EXECUTIVE OFFICER COMPENSATION. For For Management
==============================================================================
COMPANY: CYBERARK SOFTWARE LTD
TICKER: CYBR
CUSIP: M2682V108
MEETING
DATE: 6/25/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 TO RE-ELECT OF GADI TIROSH FOR A
TERM OF APPROXIMATELY THREE YEARS
AS A CLASS II DIRECTOR OF THE
COMPANY, UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS
TO BE HELD IN 2022 AND UNTIL HIS
RESPECTIVE SUCCESSOR IS DULY ELECTED
AND QUALIFIED. For For Management
1.2 TO RE-ELECT OF AMNON SHOSHANI FOR A
TERM OF APPROXIMATELY THREE YEARS
AS A CLASS II DIRECTOR OF THE
COMPANY, UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS
TO BE HELD IN 2022 AND UNTIL HIS
RESPECTIVE SUCCESSOR IS DULY ELECTED
AND QUALIFIED. For For Management
2 TO AMEND THE COMPENSATION OF THE
COMPANY'S NON-EXECUTIVE DIRECTORS TO
PROVIDE FOR FIXED ANNUAL DIRECTOR
FEES AND PREDETERMINED VALUES OF
INITIAL AND RECURRING ANNUAL EQUITY
GRANTS OF RESTRICTED SHARE UNITS (RSUS). For For Management
3 TO APPROVE A COMPENSATION POLICY FOR
THE COMPANY'S EXECUTIVES AND DIRECTORS,
IN ACCORDANCE WITH THE REQUIREMENTS
OF THE COMPANIES LAW. For For Management
3.1 ARE YOU A CONTROLLING SHAREHOLDER OF
THE COMPANY OR DO YOU HAVE A PERSONAL
INTEREST IN THE APPROVAL OF PROPOSAL 3,
AS SUCH TERMS ARE DEFINED IN THE PROXY
STATEMENT? IF YOUR INTEREST ARISES
SOLELY FROM THE FACT THAT YOU HOLD
SHARES IN THE COMPANY, YOU WOULD NOT
BE DEEMED TO HAVE A PERSONAL INTEREST,
AND SHOULD MARK "NO." (PLEASE NOTE:
IF YOU MARK "YES" OR LEAVE THIS
QUESTION BLANK, YOUR SHARES WILL
NOT BE VOTED FOR PROPOSAL 3).
MARK "FOR" = YES OR "AGAINST" = NO. None Against Management
4 TO APPROVE, IN ACCORDANCE WITH THE
REQUIREMENTS OF THE COMPANIES LAW,
A GRANT FOR 2019 OF OPTIONS TO PURCHASE
ORDINARY SHARES OF THE COMPANY, RSUS
AND PERFORMANCE SHARE UNITS (PSUS),
TO THE COMPANY'S CHAIRMAN OF THE BOARD
AND CHIEF EXECUTIVE OFFICER,
EHUD (UDI) MOKADY. For For Management
5 TO AUTHORIZE, IN ACCORDANCE WITH THE
REQUIREMENTS OF THE COMPANIES LAW,
THE COMPANY'S CHAIRMAN OF THE BOARD
AND CHIEF EXECUTIVE OFFICER, EHUD
(UDI) MOKADY, TO CONTINUE SERVING
AS THE CHAIRMAN OF THE BOARD AND THE
CHIEF EXECUTIVE OFFICER, FOR THE
MAXIMUM PERIOD PERMITTED UNDER THE
COMPANIES LAW. For For Management
5.1 ARE YOU A CONTROLLING SHAREHOLDER OF
THE COMPANY OR DO YOU HAVE A PERSONAL
INTEREST IN THE APPROVAL OF PROPOSAL 5,
AS SUCH TERMS ARE DEFINED IN THE PROXY
STATEMENT? IF YOUR INTEREST ARISES
SOLELY FROM THE FACT THAT YOU HOLD
SHARES IN THE COMPANY, YOU WOULD NOT
BE DEEMED TO HAVE A PERSONAL INTEREST,
AND SHOULD MARK "NO." (PLEASE NOTE:
IF YOU MARK "YES" OR LEAVE THIS
QUESTION BLANK, YOUR SHARES WILL
NOT BE VOTED FOR PROPOSAL 3).
MARK "FOR" = YES OR "AGAINST" = NO. None Against Management
6 TO APPROVE THE RE-APPOINTMENT OF KOST
FORER GABBAY & KASIERER, REGISTERED
PUBLIC ACCOUNTING FIRM, A MEMBER FIRM
OF ERNST & YOUNG GLOBAL, AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2019 AND UNTIL
THE COMPANY'S 2020 ANNUAL GENERAL
MEETING OF SHAREHOLDERS, AND TO
AUTHORIZE THE BOARD TO FIX SUCH
ACCOUNTING FIRM'S ANNUAL COMPENSATION. For For Management
==============================================================================
COMPANY: FACEBOOK INC.
TICKER: FB
CUSIP: 30303M102
MEETING
DATE: 5/30/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director PEGGY ALFORD For For Management
1.2 Elect Director MARC L. ANDREESSEN For For Management
1.3 Elect Director KENNETH I. CHENAULT For For Management
1.4 Elect Director S.D. DESMOND-HELLMANN For For Management
1.5 Elect Director SHERYL K. SANDBERG For For Management
1.6 Elect Director PETER A. THIEL For For Management
1.7 Elect Director JEFFREY D. ZIENTS For For Management
1.8 Elect Director MARK ZUCKERBERG For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2019. For For Management
3 TO APPROVE, ON A NON-BINDING ADVISORY
BASIS, THE COMPENSATION PROGRAM FOR
FACEBOOK, INC.'S NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN FACEBOOK,
INC.'S PROXY STATEMENT. For For Management
4 TO VOTE, ON A NON-BINDING ADVISORY
BASIS, WHETHER A NON-BINDING ADVISORY
VOTE ON THE COMPENSATION PROGRAM FOR
FACEBOOK, INC.'S NAMED EXECUTIVE
OFFICERS SHOULD BE HELD EVERY ONE,
TWO OR THREE YEARS. 3-Years 3-Years Management
5 A STOCKHOLDER PROPOSAL REGARDING
CHANGE IN STOCKHOLDER VOTING. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
AN INDEPENDENT CHAIR. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING
MAJORITY VOTING FOR DIRECTORS. Against Against Shareholder
8 A STOCKHOLDER PROPOSAL REGARDING
TRUE DIVERSITY BOARD POLICY. Against Against Shareholder
9 A STOCKHOLDER PROPOSAL REGARDING
A CONTENT GOVERNANCE REPORT. Against Against Shareholder
10 A STOCKHOLDER PROPOSAL REGARDING
MEDIAN GENDER PAY GAP. Against Against Shareholder
11 A STOCKHOLDER PROPOSAL REGARDING
WORKFORCE DIVERSITY. Against Against Shareholder
12 A STOCKHOLDER PROPOSAL REGARDING
STRATEGIC ALTERNATIVES. Against Against Shareholder
==============================================================================
COMPANY: INTUITIVE SURGICAL, INC.
TICKER: ISRG
CUSIP: 46120E602
MEETING
DATE: 4/25/19
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CRAIG H. BARRATT, PH.D. For For Management
1.2 Elect Director GARY S. GUTHART, PH.D. For For Management
1.3 Elect Director AMAL M. JOHNSON For For Management
1.4 Elect Director DON R. KANIA, PH.D. For For Management
1.5 Elect Director KEITH R. LEONARD, JR. For For Management
1.6 Elect Director ALAN J. LEVY, PH.D. For For Management
1.7 Elect Director JAMI DOVER NACHTSHEIM For For Management
1.8 Elect Director MARK J. RUBASH For For Management
1.9 Elect Director LONNIE M. SMITH For For Management
2 TO APPROVE, BY ADVISORY VOTE, THE
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS. For For Management
3 THE RATIFICATION OF APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2019. For For Management
4 TO APPROVE THE AMENDMENT AND
RESTATEMENT OF THE 2010 INCENTIVE
AWARD PLAN. For For Management
5 A STOCKHOLDER PROPOSAL ENTITLED
"SIMPLE MAJORITY VOTE." For For Management
==============================================================================
COMPANY: LULULEMON ATHLETICA, INC.
TICKER: LULU
CUSIP: 550021109
MEETING
DATE: 6/5/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KATHRYN HENRY For For Management
1.2 Elect Director JON MCNEILL For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING FEBRUARY 2, 2020. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: MICRON TECHNOLOGY, INC.
TICKER: MU
CUSIP: 595112103
MEETING
DATE: 1/17/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROBERT L. BAILEY For For Management
1.2 Elect Director RICHARD M. BEYER For For Management
1.3 Elect Director PATRICK J. BYRNE For For Management
1.4 Elect Director STEVEN J. GOMO For For Management
1.5 Elect Director MARY PAT MCCARTHY For For Management
1.6 Elect Director SANJAY MEHROTRA For For Management
1.7 Elect Director ROBERT E. SWITZ For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING AUGUST 29, 2019. For For Management
3 TO APPROVE A NON-BINDING RESOLUTION
TO APPROVE THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS AS DESCRIBED
IN THE PROXY STATEMENT. For For Management
==============================================================================
COMPANY: MICROSOFT CORPORATION
TICKER: MSFT
CUSIP: 594918104
MEETING
DATE: 11/28/18
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director WILLIAM H. GATES III For For Management
1.2 Elect Director REID G. HOFFMAN For For Management
1.3 Elect Director HUGH F. JOHNSTON For For Management
1.4 Elect Director TERI L. LIST-STOLL For For Management
1.5 Elect Director SATYA NADELLA For For Management
1.6 Elect Director CHARLES H. NOSKI For For Management
1.7 Elect Director HELMUT PANKE For For Management
1.8 Elect Director SANDRA E. PETERSON For For Management
1.9 Elect Director PENNY S. PRITZKER For For Management
1.10 Elect Director CHARLES W. SCHARF For For Management
1.11 Elect Director ARNE M. SORENSON For For Management
1.12 Elect Director JOHN W. STANTON For For Management
1.13 Elect Director JOHN W. THOMPSON For For Management
1.14 Elect Director PADMASREE WARRIOR For For Management
2 ADVISORY VOTE TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION. For For Management
3 RATIFICATION OF DELOITTE & TOUCHE LLP
AS OUR INDEPENDENT AUDITOR FOR FISCAL
YEAR 2019. For For Management
==============================================================================
COMPANY: NETAPP, INC.
TICKER: NTAP
CUSIP: 64110D104
MEETING
DATE: 9/13/18
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director T. MICHAEL NEVENS For For Management
1.2 Elect Director GERALD HELD For For Management
1.3 Elect Director KATHRYN M. HILL For For Management
1.4 Elect Director DEBORAH L. KERR For For Management
1.5 Elect Director GEORGE KURIAN For For Management
1.6 Elect Director SCOTT F. SCHENKEL For For Management
1.7 Elect Director GEORGE T. SHAHEEN For For Management
1.8 Elect Director RICHARD P. WALLACE For For Management
2 TO APPROVE AN AMENDMENT TO NETAPP'S
AMENDED AND RESTATED 1999 STOCK OPTION
PLAN TO INCREASE THE SHARE RESERVE BY
AN ADDITIONAL 9,000,000 SHARES OF
COMMON STOCK. For For Management
3 TO APPROVE AN AMENDMENT TO NETAPP'S
EMPLOYEE STOCK PURCHASE PLAN TO
INCREASE THE SHARE RESERVE BY AN
ADDITIONAL 2,000,000 SHARES OF
COMMON STOCK. For For Management
4 TO HOLD AN ADVISORY VOTE TO APPROVE
NAMED EXECUTIVE OFFICER COMPENSATION. For For Management
5 TO RATIFY THE APPOINTMENT OF DELOITTE
& TOUCHE LLP AS NETAPP'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING APRIL 26, 2019. For For Management
6 TO RATIFY THE STOCKHOLDER SPECIAL
MEETING PROVISIONS IN NETAPP'S BYLAWS. For For Management
==============================================================================
COMPANY: NETFLIX INC.
TICKER: NFLX
CUSIP: 64110L106
MEETING
DATE: 6/6/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TIMOTHY M. HALEY For For Management
1.2 Elect Director LESLIE KILGORE For For Management
1.3 Elect Director ANN MATHER For For Management
1.4 Elect Director SUSAN RICE For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2019. For For Management
3 ADVISORY APPROVAL OF THE COMPANY'S
EXECUTIVE OFFICER COMPENSATION. For For Management
4 STOCKHOLDER PROPOSAL REGARDING POLITICAL
DISCLOSURE, IF PROPERLY PRESENTED
AT THE MEETING. Against Against Shareholder
5 STOCKHOLDER PROPOSAL REGARDING
SIMPLE MAJORITY VOTE, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
==============================================================================
COMPANY: NVIDIA CORPORATION
TICKER: NVDA
CUSIP: 67066G104
MEETING
DATE: 5/22/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROBERT K. BURGESS For For Management
1.2 Elect Director TENCH COXE For For Management
1.3 Elect Director PERSIS S. DRELL For For Management
1.4 Elect Director JAMES C. GAITHER For For Management
1.5 Elect Director JEN-HSUN HUANG For For Management
1.6 Elect Director DAWN HUDSON For For Management
1.7 Elect Director HARVEY C. JONES For For Management
1.8 Elect Director MICHAEL G. MCCAFFERY For For Management
1.9 Elect Director STEPHEN C. NEAL For For Management
1.10 Elect Director MARK L. PERRY For For Management
1.11 Elect Director A. BROOKE SEAWELL For For Management
1.12 Elect Director MARK A. STEVENS For For Management
2 APPROVAL OF OUR EXECUTIVE COMPENSATION. For For Management
3 RATIFICATION OF SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2020. For For Management
4 APPROVAL OF AN AMENDMENT AND RESTATEMENT
OF OUR CERTIFICATE OF INCORPORATION TO
ELIMINATE SUPERMAJORITY VOTING TO REMOVE
A DIRECTOR WITHOUT CAUSE. For For Management
==============================================================================
COMPANY: OKTA, INC.
TICKER: OKTA
CUSIP: 679295105
MEETING
DATE: 6/13/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director J. FREDERIC KERREST For For Management
1.2 Elect Director REBECCA SAEGER For For Management
1.3 Elect Director MICHELLE WILSON For For Management
2 A PROPOSAL TO RATIFY THE APPOINTMENT
OF ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
JANUARY 31, 2020. For For Management
3 TO APPROVE, ON AN ADVISORY
NON-BINDING BASIS, THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
4 TO APPROVE, ON AN ADVISORY NON-BINDING
BASIS, THE FREQUENCY OF FUTURE ADVISORY
NON-BINDING VOTES ON THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. 1-Year 1-Year Management
==============================================================================
COMPANY: PALO ALTO NETWORKS, INC.
TICKER: PANW
CUSIP: 697435105
MEETING
DATE: 12/7/18
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JOHN M. DONOVAN For For Management
1.2 Elect Director MARY PAT MCCARTHY For For Management
1.3 Elect Director NIR ZUK For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR OUR FISCAL YEAR ENDING
JULY 31, 2019. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. For For Management
4 TO APPROVE, ON AN ADVISORY BASIS,
THE FREQUENCY OF HOLDING FUTURE
ADVISORY VOTES ON EXECUTIVE
COMPENSATION. 1-Year 1-Year Management
==============================================================================
COMPANY: PAYPAL HOLDINGS INC.
TICKER: PYPL
CUSIP: 70450Y103
MEETING
DATE: 5/22/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RODNEY C. ADKINS For For Management
1.2 Elect Director WENCES CASARES For For Management
1.3 Elect Director JONATHAN CHRISTODORO For For Management
1.4 Elect Director JOHN J. DONAHOE For For Management
1.5 Elect Director DAVID W. DORMAN For For Management
1.6 Elect Director BELINDA J. JOHNSON For For Management
1.7 Elect Director GAIL J. MCGOVERN For For Management
1.8 Elect Director DEBORAH M. MESSEMER For For Management
1.9 Elect Director DAVID M. MOFFETT For For Management
1.10 Elect Director ANN M. SARNOFF For For Management
1.11 Elect Director DANIEL H. SCHULMAN For For Management
1.12 Elect Director FRANK D. YEARY For For Management
2 ADVISORY VOTE TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION. For For Management
3 RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT AUDITOR FOR 2019. For For Management
4 STOCKHOLDER PROPOSAL REGARDING
POLITICAL DISCLOSURE. Against Against Shareholder
5 STOCKHOLDER PROPOSAL REGARDING
HUMAN AND INDIGENOUS PEOPLES'
RIGHTS. Against Against Shareholder
==============================================================================
COMPANY: QUALCOMM INC.
TICKER: QCOM
CUSIP: 747525103
MEETING
DATE: 3/6/18
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director BARBARA T. ALEXANDER Against Against Shareholder
1.2 Elect Director JEFFREY W. HENDERSON Against Against Shareholder
1.3 Elect Director THOMAS W. HORTON Against Against Shareholder
1.4 Elect Director PAUL E. JACOBS Against Against Shareholder
1.5 Elect Director ANN M. LIVERMORE Against Against Shareholder
1.6 Elect Director HARISH MANWANI Against Against Shareholder
1.7 Elect Director MARK D. MCLAUGHLIN Against Against Shareholder
1.8 Elect Director STEVE MOLLENKOPF Against Against Shareholder
1.9 Elect Director CLARK T. RANDT, JR. Against Against Shareholder
1.10 Elect Director FRANCISCO ROS Against Against Shareholder
1.11 Elect Director ANTHONY J. VINCIQUERRA Against Against Shareholder
2 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT PUBLIC ACCOUNTANTS. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
OUR EXECUTIVE COMPENSATION. For For Management
4 TO APPROVE AN AMENDMENT TO THE
AMENDED AND RESTATED QUALCOMM
INCORPORATED 2001 EMPLOYEE STOCK
PURCHASE PLAN, AS AMENDED, TO
INCREASE THE SHARE RESERVE BY
30,000,000 SHARES. For For Management
5 TO APPROVE AN AMENDMENT TO THE
COMPANY'S RESTATED CERTIFICATE OF
INCORPORATION, AS AMENDED, TO
ELIMINATE CERTAIN SUPERMAJORITY
VOTING PROVISIONS RELATING TO
REMOVAL OF DIRECTORS. Against Against Shareholder
6 TO APPROVE AN AMENDMENT TO THE
COMPANY'S RESTATED CERTIFICATE
OF INCORPORATION, AS AMENDED,
TO ELIMINATE CERTAIN SUPERMAJORITY
VOTING PROVISIONS RELATING TO
AMENDMENTS AND OBSOLETE PROVISIONS. Against Against Shareholder
7 TO APPROVE AN AMENDMENT TO THE
COMPANY'S RESTATED CERTIFICATE
OF INCORPORATION, AS AMENDED,
TO ELIMINATE PROVISIONS REQUIRING
A SUPERMAJORITY VOTE FOR CERTAIN
TRANSACTIONS WITH INTERESTED
STOCKHOLDERS. Against Against Shareholder
8 TO VOTE ON A STOCKHOLDER PROPOSAL
TO UNDO AMENDMENTS TO THE COMPANY'S
AMENDED AND RESTATED BYLAWS ADOPTED
WITHOUT STOCKHOLDER APPROVAL. For For Management
==============================================================================
COMPANY: RED HAT INC.
TICKER: RHT
CUSIP: 756577102
MEETING
DATE: 8/9/18
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director SOHAIB ABBASI For For Management
1.2 Elect Director W. STEVE ALBRECHT For For Management
1.3 Elect Director CHARLENE T. BEGLEY For For Management
1.4 Elect Director NARENDRA K. GUPTA For For Management
1.5 Elect Director KIMBERLY L. HAMMONDS For For Management
1.6 Elect Director WILLIAM S. KAISER For For Management
1.7 Elect Director JAMES M. WHITEHURST For For Management
1.8 Elect Director ALFRED W. ZOLLAR For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
A RESOLUTION RELATING TO RED HAT'S
EXECUTIVE COMPENSATION. For For Management
3 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
RED HAT'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING FEBRUARY 28, 2019. For For Management
==============================================================================
COMPANY: RINGCENTRAL INC.
TICKER: RNG
CUSIP: 76680R206
MEETING
DATE: 5/10/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director VLADIMIR SHMUNIS For For Management
1.2 Elect Director NEIL WILLIAMS For For Management
1.3 Elect Director ROBERT THEIS For For Management
1.4 Elect Director MICHELLE MCKENNA For For Management
1.5 Elect Director ALLAN THYGESEN For For Management
1.6 Elect Director KENNETH GOLDMAN For For Management
1.7 Elect Director GODFREY SULLIVAN For For Management
2 TO RATIFY THE APPOINTMENT OF
KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2019
(PROPOSAL TWO). For For Management
3 TO APPROVE, ON AN ADVISORY
(NON-BINDING) BASIS, THE NAMED
EXECUTIVE OFFICERS' COMPENSATION,
AS DISCLOSED IN THE PROXY STATEMENT
(PROPOSAL THREE). For For Management
4 TO APPROVE THE FRENCH SUB-PLAN
TO THE RINGCENTRAL, INC. 2013 EQUITY
INCENTIVE PLAN (PROPOSAL FOUR). For For Management
==============================================================================
COMPANY: ROKU INC.
TICKER: ROKU
CUSIP: 77543R102
MEETING
DATE: 5/22/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1a Elect Director RAVI AHUJA For For Management
2a Elect Director JEFFREY HASTINGS For For Management
2b Elect Director RAY ROTHROCK For For Management
3 ADVISORY VOTE TO APPROVE OUR NAMED
EXECUTIVE OFFICER COMPENSATION. For For Management
4 ADVISORY VOTE ON THE FREQUENCY
OF FUTURE ADVISORY VOTES ON OUR
NAMED EXECUTIVE OFFICER COMPENSATION. 1-Year 1-Year Management
5 RATIFICATION OF THE SELECTION OF
DELOITTE & TOUCHE LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2019. For For Management
==============================================================================
COMPANY: SALESFORCE.COM INC.
TICKER: CRM
CUSIP: 79466L302
MEETING
DATE: 6/6/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MARC BENIOFF For For Management
1.2 Elect Director KEITH BLOCK For For Management
1.3 Elect Director PARKER HARRIS For For Management
1.4 Elect Director CRAIG CONWAY For For Management
1.5 Elect Director ALAN HASSENFELD For For Management
1.6 Elect Director NEELIE KROES For For Management
1.7 Elect Director COLIN POWELL For For Management
1.8 Elect Director SANFORD ROBERTSON For For Management
1.9 Elect Director JOHN V. ROOS For For Management
1.10 Elect Director BERNARD TYSON For For Management
1.11 Elect Director ROBIN WASHINGTON For For Management
1.12 Elect Director MAYNARD WEBB For For Management
1.13 Elect Director SUSAN WOJCICKI For For Management
2a AMENDMENT AND RESTATEMENT OF OUR
CERTIFICATE OF INCORPORATION TO
REMOVE SUPERMAJORITY VOTING PROVISIONS
RELATING TO: AMENDMENTS TO THE
CERTIFICATE OF INCORPORATION AND BYLAWS. For For Management
2b AMENDMENT AND RESTATEMENT OF OUR
CERTIFICATE OF INCORPORATION TO
REMOVE SUPERMAJORITY VOTING PROVISIONS
RELATING TO: REMOVAL OF DIRECTORS. For For Management
3 AMENDMENT AND RESTATEMENT OF OUR
2013 EQUITY INCENTIVE PLAN TO,
AMONG OTHER THINGS, INCREASE THE
NUMBER OF SHARES AUTHORIZED FOR
ISSUANCE BY 35.5 MILLION SHARES. For For Management
4 RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING JANUARY 31, 2020. For For Management
5 AN ADVISORY VOTE TO APPROVE
THE FISCAL 2019 COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
6 A STOCKHOLDER PROPOSAL REGARDING
A "TRUE DIVERSITY" BOARD POLICY. Against Against Shareholder
==============================================================================
COMPANY: SERVICENOW INC.
TICKER: NOW
CUSIP: 81762P102
MEETING
DATE: 6/12/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TERESA BRIGGS For For Management
1.2 Elect Director PAUL E. CHAMBERLAIN For For Management
1.3 Elect Director TAMAR O. YEHOSHUA For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS ("SAY-ON-PAY"). For For Management
3 RATIFICATION OF
PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2019. For For Management
==============================================================================
COMPANY: SQUARE, INC.
TICKER: SQ
CUSIP: 852234103
MEETING
DATE: 6/18/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JACK DORSEY For For Management
1.2 Elect Director DAVID VINIAR For For Management
1.3 Elect Director PAUL DEIGHTON For For Management
1.4 Elect Director ANNA PATTERSON For For Management
2 ADVISORY VOTE ON THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: TABLEAU SOFTWARE, INC.
TICKER: DATA
CUSIP: 87336U105
MEETING
DATE: 5/21/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ADAM SELIPSKY For For Management
1.2 Elect Director CHRISTIAN CHABOT For For Management
1.3 Elect Director CHRISTOPHER STOLTE For For Management
2 APPROVAL, ON AN ADVISORY BASIS,
OF THE COMPENSATION OF TABLEAU'S
NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
TABLEAU'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2019. For For Management
==============================================================================
COMPANY: TESLA INC.
TICKER: TSLA
CUSIP: 88160R101
MEETING
DATE: 6/11/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director IRA EHRENPREIS For For Management
1.2 Elect Director KATHLEEN WILSON-THOMPSON For For Management
2 TESLA PROPOSAL TO APPROVE THE TESLA,
INC. 2019 EQUITY INCENTIVE PLAN. For For Management
3 TESLA PROPOSAL TO APPROVE THE
TESLA, INC. 2019 EMPLOYEE STOCK
PURCHASE PLAN. For For Management
4 TESLA PROPOSAL TO APPROVE AND
ADOPT AMENDMENTS TO CERTIFICATE
OF INCORPORATION AND BYLAWS TO
ELIMINATE APPLICABLE SUPERMAJORITY
VOTING REQUIREMENTS. For For Management
5 TESLA PROPOSAL TO APPROVE AMENDMENT
TO CERTIFICATE OF INCORPORATION TO
REDUCE DIRECTOR TERMS FROM THREE
YEARS TO TWO YEARS. For For Management
6 TESLA PROPOSAL TO RATIFY THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP AS TESLA'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2019. For For Management
7 STOCKHOLDER PROPOSAL REGARDING A
PUBLIC POLICY COMMITTEE. Against Against Shareholder
==============================================================================
COMPANY: THE TRADE DESK, INC.
TICKER: TTD
CUSIP: 88339J105
MEETING
DATE: 4/30/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director LISE J. BUYER For For Management
1.2 Elect Director KATHRYN E. FALBERG For For Management
1.3 Elect Director DAVID B. WELLS For For Management
2 THE RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2019. For For Management
3 TO APPROVE, ON A NON-BINDING
ADVISORY BASIS, THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: TWILIO, INC.
TICKER: TWLO
CUSIP: 90138F102
MEETING
DATE: 1/30/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 TO APPROVE THE ISSUANCE OF TWILIO
CLASS A COMMON STOCK, PAR VALUE
$0.001 PER SHARE, OF TWILIO INC.,
A DELAWARE CORPORATION (TWILIO),
TO STOCKHOLDERS OF SENDGRID, INC.,
A DELAWARE CORPORATION (SENDGRID),
AS CONTEMPLATED BY THE AGREEMENT
AND PLAN OF MERGER AND REORGANIZATION,
DATED AS OF OCTOBER 15, 2018, AS
AMENDED ON DECEMBER 13, 2018 AND AS
MAY BE AMENDED FROM TIME TO TIME,
BY AND AMONG TWILIO, SENDGRID, AND
TOPAZ MERGER SUBSIDIARY, INC.,
A DELAWARE CORPORATION AND WHOLLY
OWNED SUBSIDIARY OF TWILIO. For For Management
2 TO APPROVE ADJOURNMENTS OF THE
TWILIO SPECIAL MEETING, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES
AT THE TIME OF THE TWILIO SPECIAL
MEETING TO APPROVE THE TWILIO STOCK
ISSUANCE PROPOSAL. For For Management
==============================================================================
COMPANY: TWILIO, INC.
TICKER: TWLO
CUSIP: 90138F102
MEETING
DATE: 6/18/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ELENA DONIO For For Management
1.2 Elect Director DONNA L. DUBINSKY For For Management
2 TO RATIFY THE APPOINTMENT OF KPMG LLP
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL YEAR
ENDING DECEMBER 31, 2019. For For Management
3 TO APPROVE, ON A NON-BINDING ADVISORY
BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: TWITTER INC.
TICKER: TWTR
CUSIP: 90184L102
MEETING
DATE: 5/20/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JACK DORSEY For For Management
1.2 Elect Director PATRICK PICHETTE For For Management
1.3 Elect Director ROBERT ZOELLICK For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL
YEAR ENDING DECEMBER 31, 2019. For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
SIMPLE MAJORITY VOTE. Against Against Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON OUR CONTENT ENFORCEMENT
POLICIES. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
BOARD QUALIFICATIONS. Against Against Shareholder
==============================================================================
COMPANY: VEEVA SYSTEMS, INC.
TICKER: VEEV
CUSIP: 922475108
MEETING
DATE: 6/20/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RONALD E.F. CODD For For Management
1.2 Elect Director PETER P. GASSNER For For Management
2 RATIFY THE APPOINTMENT OF KPMG LLP
AS VEEVA SYSTEMS INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
JANUARY 31, 2020. For For Management
==============================================================================
COMPANY: VMWARE, INC.
TICKER: VMW
CUSIP: 928563402
MEETING
DATE: 6/25/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
2 AN ADVISORY VOTE TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION,
AS DESCRIBED IN VMWARE'S PROXY STATEMENT. For For Management
3 TO APPROVE AN AMENDMENT TO THE AMENDED
AND RESTATED 2007 EQUITY AND
INCENTIVE PLAN. For For Management
4 TO APPROVE AN AMENDMENT TO THE
AMENDED AND RESTATED 2007 EMPLOYEE
STOCK PURCHASE PLAN. For For Management
5 TO RATIFY THE SELECTION BY THE
AUDIT COMMITTEE OF VMWARE'S BOARD
OF DIRECTORS OF PRICEWATERHOUSECOOPERS
LLP AS VMWARE'S INDEPENDENT AUDITOR
FOR THE FISCAL YEAR ENDING
JANUARY 31, 2020. For For Management
==============================================================================
COMPANY: WORKDAY INC.
TICKER: WDAY
CUSIP: 98138H101
MEETING
DATE: 6/18/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CARL M. ESCHENBACH For For Management
1.2 Elect Director MICHAEL M. MCNAMARA For For Management
1.3 Elect Director JERRY YANG For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS WORKDAY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING JANUARY 31, 2020. For For Management
3 ADVISORY VOTE ON NAMED EXECUTIVE
OFFICER COMPENSATION. For For Management
==============================================================================
COMPANY: ZENDESK INC.
TICKER: ZEN
CUSIP: 98936J101
MEETING
DATE: 5/29/19
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CARL BASS For For Management
1.2 Elect Director MICHAEL FRANDSEN For For Management
1.3 Elect Director THOMAS SZKUTAK For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS ZENDESK'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2020. For For Management
3 NON-BINDING ADVISORY VOTE TO
APPROVE THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the under-
signed, thereunto duly authorized.
The Berkshire Funds
-------------------
/s/ Malcolm R. Fobes III
------------------------
Malcolm R. Fobes III
President
August 23, 2019
---------------
