As filed with the Securities and Exchange Commission on August 30, 2021
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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, 2020 - June 30, 2021
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: 10X GENOMICS, INC.
TICKER: TXG
CUSIP: 88025U109
MEETING
DATE: 6/11/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.A Elect Director BRYAN E. ROBERTS, PH.D. For For Management
1.B Elect Director KIMBERLY J. POPOVITS For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM TO
AUDIT OUR FINANCIAL STATEMENTS FOR OUR
FISCAL YEAR ENDING DECEMBER 31, 2021. For For Management
3 ADVISORY VOTE ON THE FREQUENCY OF
FUTURE ADVISORY VOTES TO APPROVE
THE COMPENSATION PAID TO OUR NAMED
EXECUTIVE OFFICERS. 1-Year 1-Year Management
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COMPANY: ADOBE SYSTEMS, INC.
TICKER: ADBE
CUSIP: 00724F101
MEETING
DATE: 4/19/21
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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 MELANIE BOULDEN For For Management
1.3 Elect Director FRANK CALDERONI For For Management
1.4 Elect Director JAMES DALEY For For Management
1.5 Elect Director LAURA DESMOND For For Management
1.6 Elect Director CHARLES GESCHKE For For Management
1.7 Elect Director SHANTANU NARAYEN For For Management
1.8 Elect Director KATHLEEN OBERG For For Management
1.9 Elect Director DHEERAJ PANDEY For For Management
1.10 Elect Director DAVID RICKS For For Management
1.11 Elect Director DANIEL ROSENSWEIG For For Management
1.12 Elect Director JOHN WARNOCK For For Management
2 APPROVE THE ADOBE INC. 2019
EQUITY INCENTIVE PLAN, AS AMENDED,
TO INCREASE THE AVAILABLE SHARE
RESERVE BY 6 MILLION SHARES. For For Management
3 RATIFY THE APPOINTMENT OF KPMG LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL YEAR
ENDING ON DECEMBER 3, 2021. For For Management
4 APPROVAL, ON AN ADVISORY BASIS, OF THE
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS. For For Management
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COMPANY: ADVANCED MICRO DEVICES, INC.
TICKER: AMD
CUSIP: 007903107
MEETING
DATE: 4/7/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1 APPROVE THE ISSUANCE OF SHARES OF
COMMON STOCK, PAR VALUE $0.01 PER
SHARE, OF AMD TO THE STOCKHOLDERS OF
XILINX, INC. ("XILINX") IN CONNECTION
WITH THE MERGER CONTEMPLATED BY THE
AGREEMENT AND PLAN OF MERGER, DATED
OCTOBER 26, 2020, AS IT MAY BE AMENDED
FROM TIME TO TIME, BY AND AMONG AMD,
THRONES MERGER SUB, INC., A WHOLLY
OWNED SUBSIDIARY OF AMD, AND XILINX
(THE "AMD SHARE ISSUANCE PROPOSAL"). For For Management
2 APPROVE THE ADJOURNMENT OF THE SPECIAL
MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE
ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE THE AMD
SHARE ISSUANCE PROPOSAL OR TO ENSURE
THAT ANY SUPPLEMENT OR AMENDMENT TO
THE ACCOMPANYING JOINT PROXY
STATEMENT/PROSPECTUS IS TIMELY
PROVIDED TO THE STOCKHOLDERS OF AMD. For For Management
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COMPANY: ADVANCED MICRO DEVICES, INC.
TICKER: AMD
CUSIP: 007903107
MEETING
DATE: 5/18/21
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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 MICHAEL P. GREGOIRE For For Management
1.5 Elect Director JOSEPH A. HOUSEHOLDER For For Management
1.6 Elect Director JOHN W. MARREN For For Management
1.7 Elect Director LISA T. SU For For Management
1.8 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 ADVISORY VOTE TO APPROVE THE EXECUTIVE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS. For For Management
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COMPANY: AIRBNB, INC.
TICKER: ABNB
CUSIP: 009066101
MEETING
DATE: 6/22/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director ANGELA AHRENDTS For For Management
1.2 Elect Director BRIAN CHESKY For For Management
1.3 Elect Director KENNETH CHENAULT For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2021. For For Management
3 TO APPROVE, ON AN ADVISORY
(NON-BINDING) BASIS, THE COMPENSATION
OF OUR NAMED EXECUTIVE
OFFICERS ("SAY-ON-PAY VOTE"). For For Management
4 TO APPROVE, ON AN ADVISORY
(NON-BINDING) BASIS, THE
FREQUENCY OF FUTURE SAY-ON-PAY VOTES. 1-Year 1-Year Management
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COMPANY: ALPHABET INC.
TICKER: GOOGL
CUSIP: 02079K305
MEETING
DATE: 6/2/21
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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 SUNDAR PICHAI For For Management
1.4 Elect Director JOHN L. HENNESSY For For Management
1.5 Elect Director FRANCES H. ARNOLD For For Management
1.6 Elect Director L. JOHN DOERR For For Management
1.7 Elect Director ROGER W. FERGUSON, JR. For For Management
1.8 Elect Director ANN MATHER For For Management
1.9 Elect Director ALAN R. MULALLY For For Management
1.10 Elect Director K. RAM SHRIRAM For For Management
1.11 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, 2021. For For Management
3 APPROVAL OF ALPHABET'S 2021 STOCK
PLAN. For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
EQUAL SHAREHOLDER VOTING, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING
THE NOMINATION OF HUMAN RIGHTS
AND/OR CIVIL RIGHTS EXPERT TO
THE BOARD, IF PROPERLY PRESENTED
AT THE MEETING. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON SUSTAINABILITY METRICS,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON TAKEDOWN REQUESTS,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
8 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON WHISTLEBLOWER
POLICIES AND PRACTICES,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
9 A STOCKHOLDER PROPOSAL REGARDING
A REPORT ON CHARITABLE CONTRIBUTIONS,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
10 A STOCKHOLDER PROPOSAL REGARDING A
REPORT ON RISKS RELATED TO
ANTICOMPETITIVE PRACTICES, IF
PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
11 A STOCKHOLDER PROPOSAL REGARDING A
TRANSITION TO A PUBLIC BENEFIT
CORPORATION, IF PROPERLY PRESENTED
AT THE MEETING. Against Against Shareholder
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COMPANY: AMAZON.COM, INC.
TICKER: AMZN
CUSIP: 023135106
MEETING
DATE: 5/26/21
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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 KEITH B. ALEXANDER For For Management
1.3 Elect Director JAMIE S. GORELICK For For Management
1.4 Elect Director DANIEL P. HUTTENLOCHER For For Management
1.5 Elect Director JUDITH A. MCGRATH For For Management
1.6 Elect Director INDRA K. NOOYI For For Management
1.7 Elect Director JONATHAN J. RUBINSTEIN For For Management
1.8 Elect Director THOMAS O. RYDER For For Management
1.9 Elect Director PATRICIA Q. STONESIFER For For Management
1.10 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 A
REPORT ON CUSTOMER DUE DILIGENCE. Against Against Shareholder
5 SHAREHOLDER PROPOSAL REQUESTING A
MANDATORY INDEPENDENT BOARD CHAIR
POLICY. Against Against Shareholder
6 SHAREHOLDER PROPOSAL REQUESTING
ADDITIONAL REPORTING ON
GENDER/RACIAL PAY. Against Against Shareholder
7 SHAREHOLDER PROPOSAL REQUESTING
A REPORT ON PROMOTION DATA. Against Against Shareholder
8 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON PACKAGING MATERIALS. Against Against Shareholder
9 SHAREHOLDER PROPOSAL REQUESTING A
DIVERSITY AND EQUITY AUDIT REPORT. Against Against Shareholder
10 SHAREHOLDER PROPOSAL REQUESTING AN
ALTERNATIVE DIRECTOR CANDIDATE POLICY. Against Against Shareholder
11 SHAREHOLDER PROPOSAL REQUESTING A
REPORT ON COMPETITION STRATEGY AND
RISK. Against Against Shareholder
12 SHAREHOLDER PROPOSAL REQUESTING AN
ADDITIONAL REDUCTION IN THRESHOLD
FOR CALLING SPECIAL SHAREHOLDER
MEETINGS. Against Against Shareholder
13 SHAREHOLDER PROPOSAL REQUESTING
ADDITIONAL REPORTING ON LOBBYING. Against Against Shareholder
14 SHAREHOLDER PROPOSAL REQUESTING
A REPORT ON CUSTOMER USE OF CERTAIN
TECHNOLOGIES. Against Against Shareholder
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COMPANY: AMBARELLA, INC.
TICKER: AMBA
CUSIP: G037AX101
MEETING
DATE: 6/17/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director HSIAO-WUEN HON, PH.D. For For Management
1.2 Elect Director CHRISTOPHER B. PAISLEY For For Management
1.3 Elect Director ANDREW W. VERHALEN For For Management
2 RATIFICATION OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF AMBARELLA, INC. FOR THE
FISCAL YEAR ENDING JANUARY 31, 2022. For For Management
3 ADVISORY VOTE TO APPROVE THE
COMPENSATION OF AMBARELLA, INC.'S
NAMED EXECUTIVE OFFICERS. For For Management
4 ADVISORY VOTE TO APPROVE THE
FREQUENCY OF FUTURE ADVISORY
VOTES ON THE COMPENSATION OF
AMBARELLA, INC.'S NAMED EXECUTIVE
OFFICERS. 1-Year 1-Year Management
5 APPROVE THE AMBARELLA, INC. 2021
EQUITY INCENTIVE PLAN. For For Management
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COMPANY: APPLE, INC.
TICKER: AAPL
CUSIP: 037833100
MEETING
DATE: 2/23/21
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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 ANDREA JUNG For For Management
1.5 Elect Director ART LEVINSON For For Management
1.6 Elect Director MONICA LOZANO 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 2021. 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
"Shareholder Proposal to Improve
Executive Compensation Program". Against Against Shareholder
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COMPANY: APPLIED MATERIALS, INC.
TICKER: AMAT
CUSIP: 038222105
MEETING
DATE: 3/11/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director RANI BORKAR For For Management
1.2 Elect Director JUDY BRUNER For For Management
1.3 Elect Director XUN (ERIC) CHEN For For Management
1.4 Elect Director AART J. DE GEUS For For Management
1.5 Elect Director GARY E. DICKERSON For For Management
1.6 Elect Director THOMAS J. IANNOTTI For For Management
1.7 Elect Director ALEXANDER A. KARSNER For For Management
1.8 Elect Director ADRIANNA C. MA For For Management
1.9 Elect Director YVONNE MCGILL For For Management
1.10 Elect Director SCOTT A. MCGREGOR For For Management
2 APPROVAL, ON AN ADVISORY BASIS,
OF THE COMPENSATION OF APPLIED
MATERIALS' NAMED EXECUTIVE OFFICERS
FOR FISCAL YEAR 2020. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
KPMG LLP AS APPLIED MATERIALS'
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2021. For For Management
4 APPROVAL OF THE AMENDED AND
RESTATED EMPLOYEE STOCK INCENTIVE PLAN. For For Management
5 APPROVAL OF THE OMNIBUS EMPLOYEES'
STOCK PURCHASE PLAN. For For Management
6 SHAREHOLDER PROPOSAL TO ADOPT A POLICY,
AND AMEND OUR GOVERNING DOCUMENTS AS
NECESSARY, TO REQUIRE THE CHAIRMAN
OF THE BOARD TO BE INDEPENDENT WHENEVER
POSSIBLE INCLUDING THE NEXT CHAIRMAN
OF THE BOARD TRANSITION. Against Against Shareholder
7 SHAREHOLDER PROPOSAL TO IMPROVE THE
EXECUTIVE COMPENSATION PROGRAM AND
POLICY TO INCLUDE CEO PAY RATIO AND
OTHER FACTORS. Against Against Shareholder
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COMPANY: ASML HOLDINGS N.V.
TICKER: ASML
CUSIP: N07059110
MEETING
DATE: 4/29/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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3A ADVISORY VOTE ON THE REMUNERATION
REPORT FOR THE BOARD OF MANAGEMENT
AND THE SUPERVISORY BOARD FOR THE
FINANCIAL YEAR 2020. For For Management
3B PROPOSAL TO ADOPT THE FINANCIAL
STATEMENTS OF THE COMPANY FOR THE
FINANCIAL YEAR 2020, AS PREPARED
IN ACCORDANCE WITH DUTCH LAW. For For Management
3D PROPOSAL TO ADOPT A DIVIDEND IN
RESPECT OF THE FINANCIAL YEAR 2020. For For Management
4A PROPOSAL TO DISCHARGE THE MEMBERS OF
THE BOARD OF MANAGEMENT FROM
LIABILITY FOR THEIR RESPONSIBILITIES
IN THE FINANCIAL YEAR 2020. For For Management
4B PROPOSAL TO DISCHARGE THE
MEMBERS OF THE SUPERVISORY BOARD FROM
LIABILITY FOR THEIR RESPONSIBILITIES
IN THE FINANCIAL YEAR 2020. For For Management
5 PROPOSAL TO APPROVE THE NUMBER OF
SHARES FOR THE BOARD OF MANAGEMENT. For For Management
6 PROPOSAL TO ADOPT CERTAIN ADJUSTMENTS
TO THE REMUNERATION POLICY FOR THE BOARD
OF MANAGEMENT. For For Management
7 PROPOSAL TO ADOPT CERTAIN ADJUSTMENTS
TO THE REMUNERATION POLICY FOR THE
SUPERVISORY BOARD. For For Management
9A PROPOSAL TO APPOINT MS. B. CONIX
AS A MEMBER OF THE SUPERVISORY BOARD. For For Management
10 PROPOSAL TO APPOINT KPMG ACCOUNTANTS
N.V. AS EXTERNAL AUDITOR FOR THE
REPORTING YEAR 2022. For For Management
11A AUTHORIZATION TO ISSUE ORDINARY SHARES
OR GRANT RIGHTS TO SUBSCRIBE FOR
ORDINARY SHARES UP TO 5% FOR GENERAL
PURPOSES. For For Management
11B AUTHORIZATION OF THE BOARD OF
MANAGEMENT TO RESTRICT OR EXCLUDE
PRE-EMPTION RIGHTS IN CONNECTION
WITH AGENDA ITEM 11 A). For For Management
11C AUTHORIZATION TO ISSUE ORDINARY SHARES
OR GRANT RIGHTS TO SUBSCRIBE FOR
ORDINARY SHARES UP TO 5% IN CONNECTION
WITH OR ON THE OCCASION OF MERGERS,
ACQUISITIONS AND/OR (STRATEGIC) ALLIANCES. For For Management
11D AUTHORIZATION OF THE BOARD OF MANAGEMENT
TO RESTRICT OR EXCLUDE PRE-EMPTION
RIGHTS IN CONNECTION WITH AGENDA
ITEM 11 C). For For Management
12A AUTHORIZATION TO REPURCHASE ORDINARY
SHARES UP TO 10% OF THE ISSUED SHARE
CAPITAL. For For Management
12B AUTHORIZATION TO REPURCHASE ADDITIONAL
ORDINARY SHARES UP TO 10% OF THE ISSUED
SHARE CAPITAL. For For Management
13 PROPOSAL TO CANCEL ORDINARY SHARES. For For Management
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COMPANY: ATLASSIAN CORP PLC
TICKER: TEAM
CUSIP: G06242104
MEETING
DATE: 12/3/20
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1 TO RECEIVE THE COMPANY'S ACCOUNTS
AND THE REPORTS OF THE DIRECTORS
AND THE AUDITORS FOR THE YEAR ENDED
JUNE 30, 2020 (THE ANNUAL REPORT). For For Management
2 TO APPROVE THE DIRECTORS'
REMUNERATION REPORT, AS SET
FORTH IN THE ANNUAL REPORT. For For Management
3 TO REAPPOINT ERNST & YOUNG LLP AS
AUDITOR OF THE COMPANY TO HOLD OFFICE
UNTIL THE CONCLUSION OF THE NEXT ANNUAL
GENERAL MEETING OF THE COMPANY. For For Management
4 TO AUTHORIZE THE AUDIT COMMITTEE OF THE
BOARD OF DIRECTORS TO DETERMINE THE
REMUNERATION OF THE AUDITOR. For For Management
5 TO RE-ELECT SHONA L. BROWN AS A DIRECTOR
OF THE COMPANY. For For Management
6 TO RE-ELECT MICHAEL CANNON-BROOKES AS
A DIRECTOR OF THE COMPANY. For For Management
7 TO RE-ELECT SCOTT FARQUHAR AS A DIRECTOR
OF THE COMPANY. For For Management
8 TO RE-ELECT HEATHER MIRJAHANGIR FERNANDEZ
AS A DIRECTOR OF THE COMPANY. For For Management
9 TO RE-ELECT SASAN GOODARZI AS A DIRECTOR
OF THE COMPANY. For For Management
10 TO RE-ELECT JAY PARIKH AS A DIRECTOR
OF THE COMPANY. For For Management
11 TO RE-ELECT ENRIQUE SALEM AS A DIRECTOR
OF THE COMPANY. For For Management
12 TO RE-ELECT STEVEN SORDELLO AS A
DIRECTOR OF THE COMPANY. For For Management
13 TO RE-ELECT RICHARD P. WONG AS A DIRECTOR
OF THE COMPANY. For For Management
14 TO CONSIDER AND, IF THOUGHT FIT, PASS
THE FOLLOWING AS AN ORDINARY RESOLUTION:
THAT THE COMPANY BE GENERALLY AND
UNCONDITIONALLY AUTHORIZED IN ACCORDANCE
WITH SECTION 693A OF THE COMPANIES ACT
2006 TO MAKE OFF-MARKET PURCHASES
(WITHIN THE MEANING OF SECTION 693
OF THE COMPANIES ACT 2006) OF ITS
OWN CLASS A ORDINARY SHARES FOR THE
PURPOSES OF, OR PURSUANT TO, AN EMPLOYEE
SHARE SCHEME (WITHIN THE MEANING OF
SECTION 1166 OF THE COMPANIES ACT 2006). For For Management
15 TO CONSIDER AND, IF THOUGHT FIT, PASS
THE FOLLOWING AS AN ORDINARY RESOLUTION:
THAT THE COMPANY BE AUTHORIZED PURSUANT
TO SECTION 694 OF COMPANIES ACT 2006 TO
REPURCHASE UP TO A MAXIMUM OF 65,081 OF
ITS OWN CLASS A ORDINARY SHARES PURSUANT
TO, & ON TERMS DESCRIBED IN, A SECURITIES
RESTRICTION AGREEMENT AND PRODUCED AT
MEETING ("SECURITIES RESTRICTION
AGREEMENT") & THAT THE TERMS, & ENTRY
INTO, OF SECURITIES RESTRICTION
AGREEMENT IS HEREBY APPROVED,
RATIFIED & CONFIRMED (AUTHORITY
CONFERRED ON COMPANY BY THIS
RESOLUTION 15 TO EXPIRE ON
DECEMBER 3, 2025). For For Management
==============================================================================
COMPANY: CARVANA CO.
TICKER: CVNA
CUSIP: 146869102
MEETING
DATE: 5/3/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director ERNEST GARCIA III For For Management
1.2 Elect Director IRA PLATT For For Management
2 APPROVAL OF THE CARVANA CO. EMPLOYEE
STOCK PURCHASE PLAN.
3 RATIFICATION OF THE APPOINTMENT
OF GRANT THORNTON LLP AS CARVANA'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2021. For For Management
4 APPROVAL, BY AN ADVISORY VOTE, OF
CARVANA'S EXECUTIVE COMPENSATION. For For Management
==============================================================================
COMPANY: CHEGG, INC.
TICKER: CHGG
CUSIP: 163092109
MEETING
DATE: 6/2/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director MARNE LEVINE For For Management
1.2 Elect Director RICHARD SARNOFF For For Management
1.3 Elect Director PAUL LEBLANC For For Management
2 TO APPROVE, ON A NON-BINDING
ADVISORY BASIS, THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. 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, 2021. For For Management
==============================================================================
COMPANY: COUPA SOFTWARE, INC.
TICKER: COUP
CUSIP: 22266L106
MEETING
DATE: 5/26/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1.1 Elect Director ROGER SIBONI For For Management
1.2 Elect Director TAYLOE STANSBURY For For Management
2 RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING
JANUARY 31, 2022. For For Management
3 ADVISORY (NON-BINDING) VOTE TO
APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION. For For Management
==============================================================================
COMPANY: CRISPR THERAPEUTICS AG
TICKER: CRSP
CUSIP: H17182108
MEETING
DATE: 6/10/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
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1 THE APPROVAL OF THE ANNUAL REPORT,
THE CONSOLIDATED FINANCIAL STATEMENTS
AND THE STATUTORY FINANCIAL STATEMENTS
OF THE COMPANY FOR THE YEAR ENDED
DECEMBER 31, 2020. For For Management
2 THE APPROVAL OF THE APPROPRIATION OF
FINANCIAL RESULTS. For For Management
3 THE DISCHARGE OF THE MEMBERS OF THE
BOARD OF DIRECTORS AND EXECUTIVE
COMMITTEE. For For Management
4A Elect Director RODGER NOVAK, M.D. For For Management
4B Elect Director SAMARTH KULKARNI, PH.D. For For Management
4C Elect Director ALI BEHBAHANI, M.D. For For Management
4D Elect Director BRADLEY BOLZON, PH.D. For For Management
4E Elect Director SIMEON J. GEORGE, M.D. For For Management
4F Elect Director JOHN T. GREENE For For Management
4G Elect Director KATHERINE A. HIGH, M.D. For For Management
4H Elect Director DOUGLAS A. TRECO, PH.D. For For Management
4I Elect Director H EDWARD FLEMING JR., M.D.For For Management
5A Elect Director COMPENSATION COMMITTEE:
ALI BEHBAHANI, M.D. For For Management
5B Elect Director COMPENSATION COMMITTEE:
SIMEON J. GEORGE, M.D. For For Management
5C Elect Director COMPENSATION COMMITTEE:
JOHN T. GREENE For For Management
6A BINDING VOTE ON TOTAL
NON-PERFORMANCE-RELATED COMPENSATION
FOR MEMBERS OF THE BOARD OF DIRECTORS
FROM THE 2021 ANNUAL GENERAL MEETING
TO THE 2022 ANNUAL GENERAL MEETING
OF SHAREHOLDERS. For For Management
6B BINDING VOTE ON EQUITY FOR MEMBERS
OF THE BOARD OF DIRECTORS FROM THE
2021 ANNUAL GENERAL MEETING TO THE
2022 ANNUAL GENERAL MEETING OF
SHAREHOLDERS. For For Management
6C BINDING VOTE ON TOTAL
NON-PERFORMANCE-RELATED COMPENSATION
FOR MEMBERS OF THE EXECUTIVE COMMITTEE
FROM JULY 1, 2021 TO JUNE 30, 2022. For For Management
6D BINDING VOTE ON TOTAL VARIABLE
COMPENSATION FOR MEMBERS OF THE
EXECUTIVE COMMITTEE FOR THE CURRENT
YEAR ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: CROWDSTRIKE HOLDINGS, INC.
TICKER: CRWD
CUSIP: 22788C105
MEETING
DATE: 6/30/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROXANNE S. AUSTIN For For Management
1.2 Elect Director SAMEER K. GANDHI For For Management
1.3 Elect Director GERHARD WATZINGER For For Management
2 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
CROWDSTRIKE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR ITS FISCAL
YEAR ENDING JANUARY 31, 2022. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF CROWDSTRIKE'S
NAMED EXECUTIVE OFFICERS. For For Management
4 TO APPROVE, ON AN ADVISORY BASIS,
THE FREQUENCY OF FUTURE STOCKHOLDER
ADVISORY VOTES ON THE COMPENSATION
OF CROWDSTRIKE'S NAMED EXECUTIVE
OFFICERS. 3-Years 3-Years Management
5 TO APPROVE AN AMENDMENT TO
CROWDSTRIKE'S 2019 EMPLOYEE STOCK
PURCHASE PLAN. For For Management
==============================================================================
COMPANY: DOCUSIGN, INC.
TICKER: DOCU
CUSIP: 256163106
MEETING
DATE: 5/28/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ENRIQUE SALEM For For Management
1.2 Elect Director PETER SOLVIK For For Management
1.3 Elect Director INHI CHO SUH For For Management
1.4 Elect Director MARY AGNES WILDEROTTER For For Management
2 RATIFICATION OF THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR ENDING
JANUARY 31, 2022. For For Management
3 APPROVAL, ON AN ADVISORY BASIS,
OF OUR NAMED EXECUTIVE OFFICERS'
COMPENSATION. For For Management
==============================================================================
COMPANY: DRAFTKINGS, INC.
TICKER: DKNG
CUSIP: 26142R104
MEETING
DATE: 4/28/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JASON D. ROBINS For For Management
1.2 Elect Director HARRY EVANS SLOAN For For Management
1.3 Elect Director MATTHEW KALISH For For Management
1.4 Elect Director PAUL LIBERMAN For For Management
1.5 Elect Director WOODROW H. LEVIN For For Management
1.6 Elect Director SHALOM MECKENZIE For For Management
1.7 Elect Director JOCELYN MOORE For For Management
1.8 Elect Director RYAN R. MOORE For For Management
1.9 Elect Director VALERIE MOSLEY For For Management
1.10 Elect Director STEVEN J. MURRAY For For Management
1.11 Elect Director HANY M. NADA For For Management
1.12 Elect Director JOHN S. SALTER For For Management
1.13 Elect Director MARNI M. WALDEN For For Management
2 TO RATIFY THE APPOINTMENT OF
BDO USA, LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
3 TO RECOMMEND, BY NON-BINDING
VOTE, THE FREQUENCY OF EXECUTIVE
COMPENSATION VOTES. 1-Year 1-Year Management
4 IN THEIR DISCRETION, UPON SUCH
OTHER MATTERS THAT MAY PROPERLY
COME BEFORE THE MEETING OR ANY
ADJOURNMENT OR ADJOURNMENTS THEREOF. For For Management
==============================================================================
COMPANY: ETSY, INC.
TICKER: ETSY
CUSIP: 29786A106
MEETING
DATE: 6/11/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director GARY S. BRIGGS For For Management
1.2 Elect Director EDITH W. COOPER For For Management
1.3 Elect Director MELISSA REIFF For For Management
2 RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP
AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2021. For For Management
3 ADVISORY VOTE TO APPROVE EXECUTIVE
COMPENSATION. For For Management
==============================================================================
COMPANY: FACEBOOK INC.
TICKER: FB
CUSIP: 30303M102
MEETING
DATE: 5/26/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director PEGGY ALFORD For For Management
1.2 Elect Director MARC L. ANDREESSEN For For Management
1.3 Elect Director ANDREW W. HOUSTON For For Management
1.4 Elect Director NANCY KILLEFER For For Management
1.5 Elect Director ROBERT M. KIMMITT For For Management
1.6 Elect Director SHERYL K. SANDBERG For For Management
1.7 Elect Director PETER A. THIEL For For Management
1.8 Elect Director TRACEY T. TRAVIS For For Management
1.9 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, 2021. For For Management
3 TO APPROVE AN AMENDMENT TO THE
DIRECTOR COMPENSATION POLICY. For For Management
4 A SHAREHOLDER PROPOSAL REGARDING
DUAL CLASS CAPITAL STRUCTURE. Against Against Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING AN
INDEPENDENT CHAIR. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
CHILD EXPLOITATION. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING
HUMAN/CIVIL RIGHTS EXPERT ON BOARD. Against Against Shareholder
8 A SHAREHOLDER PROPOSAL REGARDING
PLATFORM MISUSE. Against Against Shareholder
9 A SHAREHOLDER PROPOSAL REGARDING
PUBLIC BENEFIT CORPORATION. Against Against Shareholder
==============================================================================
COMPANY: FISKER, INC.
TICKER: FSR
CUSIP: 33813J106
MEETING
DATE: 6/8/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director WENDY J. GREUEL For For Management
1.2 Elect Director RODERICK K. RANDALL For For Management
1.3 Elect Director MITCHELL S. ZUKLIE For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF FISKER INC.
FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: FUBOTV, INC.
TICKER: FUBO
CUSIP: 35953D104
MEETING
DATE: 6/10/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DAVID GANDLER For For Management
1.2 Elect Director EDGAR BRONFMAN, JR. For For Management
1.3 Elect Director HENRY AHN For For Management
1.4 Elect Director IGNACIO FIGUERAS For For Management
1.5 Elect Director DANIEL LEFF For For Management
1.6 Elect Director LAURA ONOPCHENKO For For Management
1.7 Elect Director PÄR-JÖRGEN PÄRSON For For Management
2 RATIFICATION OF THE APPOINTMENT OF
KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
3 APPROVAL, ON AN ADVISORY (NON-BINDING)
BASIS, OF THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: HUBSPOT, INC.
TICKER: HUBS
CUSIP: 443573100
MEETING
DATE: 6/3/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director BRIAN HALLIGAN For For Management
1.2 Elect Director RON GILL For For Management
1.3 Elect Director JILL WARD For For Management
2 RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
3 NON-BINDING ADVISORY VOTE TO
APPROVE THE COMPENSATION OF
THE COMPANY'S NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: INTELLIA THERAPEUTICS, INC.
TICKER: NTLA
CUSIP: 45826J105
MEETING
DATE: 6/23/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director FRED COHEN, M.D D.PHIL For For Management
1.2 Elect Director J. FRANÇOIS FORMELA, MD For For Management
1.3 Elect Director FRANK VERWIEL, M.D. For For Management
2 RATIFICATION OF THE APPOINTMENT OF
DELOITTE & TOUCHE LLP AS INTELLIA'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
3 APPROVE, ON A NON-BINDING ADVISORY
BASIS, THE COMPENSATION OF THE NAMED
EXECUTIVE OFFICERS. For For Management ==============================================================================
COMPANY: INVITAE CORP.
TICKER: NVTA
CUSIP: 46185L103
MEETING
DATE: 6/7/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KIMBER D. LOCKHART For For Management
1.2 Elect Director CHITRA NAYAK For For Management
2 APPROVAL OF, ON A NON-BINDING
ADVISORY BASIS, THE COMPENSATION
PAID BY US TO OUR NAMED EXECUTIVE
OFFICERS. For For Management
3 RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2021. For For Management
4 STOCKHOLDER PROPOSAL CONCERNING
PROXY ACCESS. Against Against Shareholder
5 STOCKHOLDER PROPOSAL CONCERNING
MAJORITY VOTING IN UNCONTESTED DIRECTOR
ELECTIONS. Against Against Shareholder
==============================================================================
COMPANY: LAM RESEARCH CORP.
TICKER: LRCX
CUSIP: 512807108
MEETING
DATE: 11/3/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director SOHAIL U. AHMED For For Management
1.2 Elect Director TIMOTHY M. ARCHER For For Management
1.3 Elect Director ERIC K. BRANDT For For Management
1.4 Elect Director MICHAEL R. CANNON For For Management
1.6 Elect Director CATHERINE P. LEGO For For Management
1.7 Elect Director BETHANY J. MAYER For For Management
1.8 Elect Director ABHIJIT Y. TALWALKAR For For Management
1.9 Elect Director LIH SHYNG (RICK L) TSAI For For Management
1.10 Elect Director LESLIE F. VARON For For Management
2 ADVISORY VOTE TO APPROVE THE
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS OF LAM RESEARCH, OR
"SAY ON PAY." For For Management
3 RATIFICATION OF THE APPOINTMENT
OF THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL
YEAR 2021. For For Management
==============================================================================
COMPANY: LIVONGO HEALTH, INC.
TICKER: LVGO
CUSIP: 539183103
MEETING
DATE: 10/29/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 APPROVAL OF LIVONGO MERGER
AGREEMENT PROPOSAL: TO ADOPT
THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF AUGUST 5, 2020, BY
AND AMONG TELADOC HEALTH, INC.
("TELADOC"), LIVONGO HEALTH, INC.
("LIVONGO") AND TEMPRANILLO
MERGER SUB, INC., A WHOLLY-OWNED
SUBSIDIARY OF TELADOC (SUCH
AGREEMENT, THE "MERGER AGREEMENT"
AND SUCH PROPOSAL, THE "LIVONGO
MERGER AGREEMENT PROPOSAL"). For For Management
2 APPROVAL OF LIVONGO COMPENSATION
PROPOSAL: TO APPROVE, ON AN ADVISORY
(NON-BINDING) BASIS, THE EXECUTIVE
OFFICER COMPENSATION THAT WILL OR
MAY BE PAID TO LIVONGO'S NAMED
EXECUTIVE OFFICERS THAT IS BASED
ON OR OTHERWISE RELATES TO THE
TRANSACTIONS CONTEMPLATED BY THE
MERGER AGREEMENT (THE "LIVONGO
COMPENSATION PROPOSAL"). For For Management
3 APPROVAL OF LIVONGO ADJOURNMENT
PROPOSAL: TO APPROVE THE ADJOURNMENT
OF THE LIVONGO STOCKHOLDER MEETING
TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT
THE TIME OF THE LIVONGO STOCKHOLDER
MEETING TO APPROVE THE LIVONGO MERGER
AGREEMENT PROPOSAL OR TO ENSURE THAT
ANY SUPPLEMENT OR AMENDMENT TO THE
ACCOMPANYING JOINT PROXY
STATEMENT/PROSPECTUS IS TIMELY
PROVIDED TO LIVONGO STOCKHOLDERS
(THE "LIVONGO ADJOURNMENT PROPOSAL"). 1-Year 1-Year Management
==============================================================================
COMPANY: MAGNITE, INC.
TICKER: MGNI
CUSIP: 55955D100
MEETING
DATE: 6/28/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROBERT J. FRANKENBERG For For Management
1.2 Elect Director SARAH P. HARDEN For For Management
1.3 Elect Director JAMES ROSSMAN For For Management
2 TO RATIFY THE SELECTION OF
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
OF THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: MARVELL TECHNOLOGY GROUP LTD.
TICKER: MRVL
CUSIP: 573874104
MEETING
DATE: 4/15/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 THE MARVELL BYE-LAW AMENDMENT
PROPOSAL: TO APPROVE AN AMENDMENT
TO MARVELL'S FOURTH AMENDED AND
RESTATED BYE-LAWS TO REDUCE THE
SHAREHOLDER VOTE REQUIRED TO
APPROVE A MERGER WITH ANY OTHER
COMPANY FROM THE AFFIRMATIVE VOTE
OF 75% OF THE VOTES CAST AT A
GENERAL MEETING OF THE SHAREHOLDERS,
THE STATUTORY DEFAULT UNDER BERMUDA
LAW, TO A SIMPLE MAJORITY OF THE
VOTES CAST AT A GENERAL MEETING
OF THE SHAREHOLDERS. For For Management
2 THE MARVELL MERGER PROPOSAL.
TO APPROVE: (I) THE AGREEMENT
AND PLAN OF MERGER AND REORGANIZATION,
DATED AS OF OCTOBER 29, 2020, BY AND
AMONG MARVELL, MARVELL TECHNOLOGY, INC.
(F/K/A MAUI HOLDCO, INC.), A WHOLLY
OWNED SUBSIDIARY OF MARVELL ("HOLDCO"),
MAUI ACQUISITION COMPANY LTD, A WHOLLY
OWNED SUBSIDIARY OF HOLDCO ("BERMUDA
MERGER SUB"), INDIGO ACQUISITION
CORP., A WHOLLY OWNED SUBSIDIARY
OF HOLDCO ("DELAWARE MERGER SUB"),
AND INPHI CORPORATION ("INPHI"). For For Management
3 THE MARVELL ADJOURNMENT PROPOSAL:
TO APPROVE THE ADJOURNMENT OF THE
MARVELL SHAREHOLDER MEETING,
IF NECESSARY OR APPROPRIATE,
TO PERMIT FURTHER SOLICITATION
OF PROXIES IF THERE ARE NOT
SUFFICIENT VOTES AT THE TIME
OF THE MARVELL SHAREHOLDER
MEETING TO APPROVE THE MARVELL
BYE-LAW AMENDMENT PROPOSAL OR
THE MARVELL MERGER PROPOSAL. For For Management
==============================================================================
COMPANY: MARVELL TECHNOLOGY GROUP LTD.
TICKER: MRVL
CUSIP: 573874104
MEETING
DATE: 7/15/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director W. TUDOR BROWN For For Management
1.2 Elect Director BRAD W. BUSS For For Management
1.3 Elect Director EDWARD H. FRANK For For Management
1.4 Elect Director RICHARD S. HILL For For Management
1.5 Elect Director MARACHEL L. KNIGHT For For Management
1.6 Elect Director BETHANY J. MAYER For For Management
1.7 Elect Director MATTHEW J. MURPHY For For Management
1.8 Elect Director MICHAEL G. STRACHAN For For Management
1.9 Elect Director ROBERT E. SWITZ For For Management
1.10 Elect Director FORD TAMER For For Management
2 AN ADVISORY (NON-BINDING) VOTE
TO APPROVE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS. For For Management
3 TO RATIFY THE APPOINTMENT OF
DELOITTE AND TOUCHE LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDED JANUARY 29, 2022. For For Management
==============================================================================
COMPANY: MASTERCARD, INC.
TICKER: MA
CUSIP: 57636Q104
MEETING
DATE: 6/22/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director AJAY BANGA For For Management
1.2 Elect Director MERIT E. JANOW For For Management
1.3 Elect Director RICHARD K. DAVIS For For Management
1.4 Elect Director STEVEN J. FREIBERG For For Management
1.5 Elect Director JULIUS GENACHOWSKI For For Management
1.6 Elect Director CHOON PHONG GOH For For Management
1.7 Elect Director OKI MATSUMOTO For For Management
1.8 Elect Director MICHAEL MIEBACH For For Management
1.9 Elect Director YOUNGME MOON For For Management
1.10 Elect Director RIMA QURESHI For For Management
1.11 Elect Director JOSÉ OCTAVIO REYES LAGUNESFor For Management
1.12 Elect Director GABRIELLE SULZBERGER For For Management
1.13 Elect Director JACKSON TAI For For Management
1.14 Elect Director LANCE UGGLA For For Management
2 ADVISORY APPROVAL OF MASTERCARD'S
EXECUTIVE COMPENSATION. For For Management
3 RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR
MASTERCARD FOR 2021. For For Management
4 APPROVAL OF THE AMENDMENT AND
RESTATEMENT OF THE MASTERCARD
INCORPORATED 2006 LONG TERM
INCENTIVE PLAN. For For Management
5 APPROVAL OF THE AMENDMENT AND
RESTATEMENT OF THE MASTERCARD
INCORPORATED 2006 NON-EMPLOYEE
DIRECTOR EQUITY COMPENSATION PLAN. For For Management
6 APPROVAL OF AMENDMENTS TO MASTERCARD'S
CERTIFICATE OF INCORPORATION TO REMOVE
SUPERMAJORITY VOTING REQUIREMENTS. For For Management
==============================================================================
COMPANY: MERCADOLIBRE, INC.
TICKER: MELI
CUSIP: 58733R102
MEETING
DATE: 6/7/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director NICOLÁS GALPERIN For For Management
1.2 Elect Director HENRIQUE DUBUGRAS For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS FOR FISCAL
YEAR 2020. For For Management
3 RATIFICATION OF THE APPOINTMENT
OF DELOITTE & CO. S.A. AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: MICRON TECHNOLOGY, INC.
TICKER: MU
CUSIP: 595112103
MEETING
DATE: 1/14/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RICHARD M. BEYER For For Management
1.2 Elect Director LYNN A. DUGLE For For Management
1.3 Elect Director STEVEN J. GOMO For For Management
1.4 Elect Director MARY PAT MCCARTHY For For Management
1.5 Elect Director SANJAY MEHROTRA For For Management
1.6 Elect Director ROBERT E. SWITZ For For Management
1.7 Elect Director MARYANN WRIGHT For For Management
2 PROPOSAL BY THE COMPANY TO APPROVE
A NON-BINDING RESOLUTION TO APPROVE
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DESCRIBED IN
THE PROXY STATEMENT. For For Management
3 PROPOSAL BY THE COMPANY TO APPROVE
OUR AMENDED AND RESTATED 2007 EQUITY
INCENTIVE PLAN AND INCREASE THE
SHARES RESERVED FOR ISSUANCE
THEREUNDER BY 35 MILLION AS DESCRIBED
IN THE PROXY STATEMENT. For For Management
4 PROPOSAL BY THE COMPANY TO RATIFY THE
APPOINTMENT OF PRICEWATERHOUSECOOPERS
LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY
FOR THE FISCAL YEAR ENDING
SEPTEMBER 2, 2021. For For Management
==============================================================================
COMPANY: MICROSOFT CORPORATION
TICKER: MSFT
CUSIP: 594918104
MEETING
DATE: 12/2/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director REID G. HOFFMAN For For Management
1.2 Elect Director HUGH F. JOHNSTON For For Management
1.3 Elect Director TERI L. LIST-STOLL For For Management
1.4 Elect Director SATYA NADELLA For For Management
1.5 Elect Director SANDRA E. PETERSON For For Management
1.6 Elect Director PENNY S. PRITZKER For For Management
1.7 Elect Director CHARLES W. SCHARF For For Management
1.8 Elect Director ARNE M. SORENSON For For Management
1.9 Elect Director JOHN W. STANTON For For Management
1.10 Elect Director JOHN W. THOMPSON For For Management
1.11 Elect Director EMMA WALMSLEY For For Management
1.12 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 2021. For For Management
4 SHAREHOLDER PROPOSAL - REPORT ON
EMPLOYEE REPRESENTATION ON BOARD
OF DIRECTORS. Against Against Shareholder
==============================================================================
COMPANY: MICROSTRATEGY, INC.
TICKER: MSTR
CUSIP: 594972408
MEETING
DATE: 5/26/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MICHAEL J. SAYLOR For For Management
1.2 Elect Director STEPHEN X. GRAHAM For For Management
1.3 Elect Director JARROD M. PATTEN For For Management
1.4 Elect Director LESLIE J. RECHAN For For Management
1.5 Elect Director CARL J. RICKERTSEN For For Management
2 APPROVE AMENDMENT NO. 5 TO THE
MICROSTRATEGY INCORPORATED 2013
STOCK INCENTIVE PLAN TO INCREASE
THE NUMBER OF SHARES OF CLASS A
COMMON STOCK AUTHORIZED FOR
ISSUANCE UNDER SUCH PLAN
FROM 2,300,000 TO 2,750,000; For For Management
3 APPROVE THE MICROSTRATEGY
INCORPORATED 2021 EMPLOYEE
STOCK PURCHASE PLAN; AND For For Management
4 RATIFY THE SELECTION OF KPMG LLP
AS MICROSTRATEGY INCORPORATED'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: MONGODB, INC.
TICKER: MDB
CUSIP: 60937P106
MEETING
DATE: 7/10/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ARCHANA AGRAWAL For For Management
1.2 Elect Director HOPE COCHRAN For For Management
1.3 Elect Director DWIGHT MERRIMAN For For Management
2 APPROVAL, ON A NON-BINDING ADVISORY
BASIS, OF THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL
YEAR ENDING JANUARY 31, 2021. For For Management
==============================================================================
COMPANY: MONGODB, INC.
TICKER: MDB
CUSIP: 60937P106
MEETING
DATE: 6/29/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROELOF BOTHA For For Management
1.2 Elect Director DEV ITTYCHERIA For For Management
1.3 Elect Director JOHN MCMAHON For For Management
2 APPROVAL, ON A NON-BINDING
ADVISORY BASIS, OF THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF THE SELECTION
OF PRICEWATERHOUSECOOPERS LLP
AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR OUR
FISCAL YEAR ENDING
JANUARY 31, 2022. For For Management
==============================================================================
COMPANY: NETFLIX INC.
TICKER: NFLX
CUSIP: 64110L106
MEETING
DATE: 6/3/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RICHARD N. BARTON For For Management
1.2 Elect Director RODOLPHE BELMER For For Management
1.3 Elect Director BRADFORD L. SMITH For For Management
1.4 Elect Director ANNE M. SWEENEY 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, 2021. For For Management
3 ADVISORY APPROVAL OF THE COMPANY'S
EXECUTIVE OFFICER COMPENSATION. Against Against Shareholder
4 STOCKHOLDER PROPOSAL ENTITLED,
"PROPOSAL 4 – POLITICAL
DISCLOSURES," IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
5 STOCKHOLDER PROPOSAL ENTITLED,
"PROPOSAL 5 - SIMPLE MAJORITY
VOTE," IF PROPERLY PRESENTED
AT THE MEETING. Against Against Shareholder
6 STOCKHOLDER PROPOSAL ENTITLED,
"STOCKHOLDER PROPOSAL TO IMPROVE
THE EXECUTIVE COMPENSATION
PHILOSOPHY," IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
==============================================================================
COMPANY: NIO, INC.
TICKER: NIO
CUSIP: 62914V106
MEETING
DATE: 6/3/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 AS A SPECIAL RESOLUTION, THAT
THE COMPANY'S ELEVENTH AMENDED AND
RESTATED MEMORANDUM AND ARTICLES
OF ASSOCIATION (THE "CURRENT M&AA")
BE AMENDED AND RESTATED BY THE
DELETION IN THEIR ENTIRETY AND BY
THE SUBSTITUTION IN THEIR PLACE OF
THE TWELFTH AMENDED AND RESTATED
MEMORANDUM AND ARTICLES OF
ASSOCIATION, SUBSTANTIALLY IN
THE FORM ATTACHED HERETO AS
EXHIBIT A (THE "AMENDED AND RESTATED
M&AA"). None Abstain Management
==============================================================================
COMPANY: NVIDIA CORP.
TICKER: NVDA
CUSIP: 67066G104
MEETING
DATE: 6/3/21
------------------------------------------------------------------------------
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 JOHN O. DABIRI For For Management
1.4 Elect Director PERSIS S. DRELL 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 AARTI SHAH For For Management
1.13 Elect Director MARK A. STEVENS For For Management
2 APPROVAL OF OUR EXECUTIVE COMPENSATION. For For Management
3 RATIFICATION OF THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2022. For For Management
4 APPROVAL OF AN AMENDMENT TO OUR
CHARTER TO INCREASE THE NUMBER
OF AUTHORIZED SHARES OF COMMON
STOCK FROM 2 BILLION SHARES TO
4 BILLION SHARES. For For Management
==============================================================================
COMPANY: OKTA, INC.
TICKER: OKTA
CUSIP: 679295105
MEETING
DATE: 6/16/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TODD MCKINNON For For Management
1.2 Elect Director MICHAEL STANKEY 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, 2022. For For Management
3 TO APPROVE, ON AN ADVISORY NON-BINDING
BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: PALANTIR TECHNOLOGIES, INC.
TICKER: PLTR
CUSIP: 69608A108
MEETING
DATE: 6/8/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ALEXANDER KARP For For Management
1.2 Elect Director STEPHEN COHEN For For Management
1.3 Elect Director PETER THIEL For For Management
1.4 Elect Director ALEXANDER MOORE For For Management
1.5 Elect Director SPENCER RASCOF For For Management
1.6 Elect Director ALEXANDRA SCHIFF For For Management
1.7 Elect Director LAUREN FRIEDMAN STAT For For Management
2 ADVISORY VOTE ON FREQUENCY OF
EXECUTIVE COMPENSATION VOTES. 3-Years 3-Years Management
3 RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS PALANTIR'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2021. For For Management
==============================================================================
COMPANY: PAYCOM SOFTWARE, INC.
TICKER: PAYC
CUSIP: 70432V102
MEETING
DATE: 5/2/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROBERT J. LEVENSON For For Management
1.2 Elect Director FREDERICK C. PETERS II For For Management
2 TO RATIFY THE APPOINTMENT OF
GRANT THORNTON LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2021. For For Management
3 ADVISORY VOTE TO APPROVE COMPENSATION
OF NAMED EXECUTIVE OFFICERS. For For Management
4 STOCKHOLDER PROPOSAL REQUESTING
THAT THE BOARD OF DIRECTORS PREPARE
A DIVERSITY REPORT. None Abstain Management
==============================================================================
COMPANY: PAYLOCITY HOLDING CORP.
TICKER: PCTY
CUSIP: 70438V106
MEETING
DATE: 12/3/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director STEVEN I. SAROWITZ For For Management
1.2 Elect Director ELLEN CARNAHAN For For Management
1.3 Elect Director JEFFREY T. DIEHL For For Management
2 RATIFICATION OF THE APPOINTMENT OF
KPMG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
JUNE 30, 2021. For For Management
3 ADVISORY VOTE TO APPROVE COMPENSATION
OF NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: PAYPAL HOLDINGS, INC.
TICKER: PYPL
CUSIP: 70450Y103
MEETING
DATE: 5/26/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RODNEY C. ADKINS For For Management
1.2 Elect Director JONATHAN CHRISTODORO For For Management
1.3 Elect Director JOHN J. DONAHOE For For Management
1.4 Elect Director DAVID W. DORMAN For For Management
1.5 Elect Director BELINDA J. JOHNSON For For Management
1.6 Elect Director GAIL J. MCGOVERN For For Management
1.7 Elect Director DEBORAH M. MESSEMER For For Management
1.8 Elect Director DAVID M. MOFFETT For For Management
1.9 Elect Director ANN M. SARNOFF For For Management
1.10 Elect Director DANIEL H. SCHULMAN For For Management
1.11 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 2021. For For Management
4 STOCKHOLDER PROPOSAL – STOCKHOLDER
RIGHT TO ACT BY WRITTEN CONSENT. Against Against Shareholder
5 STOCKHOLDER PROPOSAL – ASSESSING
INCLUSION IN THE WORKPLACE. Against Against Shareholder
==============================================================================
COMPANY: PELOTON INTERACTIVE, INC.
TICKER: PTON
CUSIP: 70614W100
MEETING
DATE: 12/9/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ERIK BLACHFORD For For Management
1.2 Elect Director HOWARD DRAFT For For Management
1.3 Elect Director PAMELA THOMAS-GRAHAM For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING
JUNE 30, 2021. For For Management
3 APPROVAL, ON A NON-BINDING ADVISORY
BASIS, OF THE FREQUENCY OF FUTURE
VOTES ON THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: PENN NATIONAL GAMING, INC.
TICKER: PENN
CUSIP: 707569109
MEETING
DATE: 6/9/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DAVID A. HANDLER For For Management
1.2 Elect Director JOHN M. JACQUEMIN For For Management
2 APPROVAL OF THE COMPANY'S SECOND
AMENDED AND RESTATED ARTICLES OF
INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK FROM 200,000,000
TO 400,000,000. For For Management
3 APPROVAL OF THE COMPANY'S AMENDED
AND RESTATED 2018 LONG TERM
INCENTIVE COMPENSATION PLAN. For For Management
4 RATIFICATION OF THE SELECTION
OF DELOITTE & TOUCHE LLP AS
THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2021 FISCAL YEAR. For For Management
5 APPROVAL, ON AN ADVISORY BASIS,
OF THE COMPENSATION PAID TO THE
COMPANY'S NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: PINTEREST, INC.
TICKER: PINS
CUSIP: 72352L106
MEETING
DATE: 5/27/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director FREDRIC REYNOLDS For For Management
1.2 Elect Director EVAN SHARP For For Management
1.3 Elect Director ANDREA WISHOM For For Management
2 RATIFY THE AUDIT COMMITTEE'S
SELECTION OF ERNST & YOUNG LLP
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR 2021. For For Management
3 APPROVE, ON AN ADVISORY NON-BINDING
BASIS, THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS. For For Management
==============================================================================
COMPANY: QORVO, INC.
TICKER: QRVO
CUSIP: 74736K101
MEETING
DATE: 8/4/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RALPH G. QUINSEY For For Management
1.2 Elect Director ROBERT A. BRUGGEWORTH For For Management
1.3 Elect Director JEFFERY R. GARDNER For For Management
1.4 Elect Director JOHN R. HARDING For For Management
1.5 Elect Director DAVID H. Y. HO For For Management
1.6 Elect Director RODERICK D. NELSON For For Management
1.7 Elect Director DR. WALDEN C. RHINES For For Management
1.8 Elect Director SUSAN L. SPRADLEY For For Management
1.9 Elect Director WALTER H. WILKINSON, JR For For Management
2 TO APPROVE, ON AN ADVISORY BASIS, THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS (AS DEFINED IN THE PROXY
STATEMENT). For For Management
3 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING APRIL 3, 2021. For For Management
==============================================================================
COMPANY: QUALCOMM, INC.
TICKER: QCOM
CUSIP: 747525103
MEETING
DATE: 3/10/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director SYLVIA ACEVEDO For For Management
1.2 Elect Director MARK FIELDS For For Management
1.3 Elect Director JEFFREY W. HENDERSON For For Management
1.4 Elect Director GREGORY N. JOHNSON For For Management
1.5 Elect Director ANN M. LIVERMORE For For Management
1.6 Elect Director HARISH MANWANI For For Management
1.7 Elect Director MARK D. MCLAUGHLIN For For Management
1.8 Elect Director JAMIE S. MILLER For For Management
1.9 Elect Director STEVE MOLLENKOPF For For Management
1.10 Elect Director CLARK T. RANDT, JR. For For Management
1.11 Elect Director IRENE B. ROSENFELD For For Management
1.12 Elect Director KORNELIS "NEIL" SMIT For For Management
1.13 Elect Director JEAN-PASCAL TRICOIRE For For Management
1.14 Elect Director ANTHONY J. VINCIQUERRA For For Management
2 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT PUBLIC ACCOUNTANTS
FOR OUR FISCAL YEAR ENDING
SEPTEMBER 26, 2021. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
OUR EXECUTIVE COMPENSATION. For For Management
==============================================================================
COMPANY: RINGCENTRAL, INC.
TICKER: RNG
CUSIP: 76680R206
MEETING
DATE: 6/4/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director VLADIMIR SHMUNIS For For Management
1.2 Elect Director KENNETH GOLDMAN For For Management
1.3 Elect Director MICHELLE MCKENNA For For Management
1.4 Elect Director ROBERT THEIS For For Management
1.5 Elect Director ALLAN THYGESEN For For Management
1.6 Elect Director NEIL WILLIAMS For For Management
1.7 Elect Director MIGNON CLYBURN For For Management
1.8 Elect Director ARNE DUNCAN For For Management
2 TO RATIFY THE APPOINTMENT OF
KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2021. For For Management
3 TO APPROVE, ON AN ADVISORY
(NON-BINDING) BASIS, THE NAMED
EXECUTIVE OFFICERS' COMPENSATION,
AS DISCLOSED IN THE PROXY STATEMENT. For For Management
==============================================================================
COMPANY: ROKU, INC.
TICKER: ROKU
CUSIP: 77543R102
MEETING
DATE: 6/10/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1A Elect Director RAVI AHUJA For For Management
2A Elect Director MAI FYFIELD For For Management
2B Elect Director LAURIE SIMON For For Management
3 ADVISORY VOTE TO APPROVE OUR
NAMED EXECUTIVE OFFICER COMPENSATION. For For Management
4 TO RATIFY THE SELECTION OF
DELOITTE & TOUCHE LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: SERVICENOW, INC.
TICKER: NOW
CUSIP: 81762P102
MEETING
DATE: 6/7/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director SUSAN L. BOSTROM For For Management
1.2 Elect Director JONATHAN C. CHADWICK For For Management
1.3 Elect Director LAWRENCE J. JACKSON, JR. For For Management
1.4 Elect Director FREDERIC B. LUDDY For For Management
1.5 Elect Director JEFFREY A. MILLER For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS("SAY-ON-PAY"). For For Management
3 TO RATIFY
PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2021. For For Management
4 TO APPROVE AN AMENDMENT TO OUR
RESTATED CERTIFICATE OF INCORPORATION,
AS AMENDED, TO PROVIDE SHAREHOLDERS
WITH THE RIGHT TO CALL A SPECIAL MEETING. For For Management
5 TO APPROVE THE 2021 EQUITY INCENTIVE
PLAN TO REPLACE THE 2012 EQUITY
INCENTIVE PLAN. For For Management
6 TO APPROVE THE AMENDED AND RESTATED
2012 EMPLOYEE STOCK PURCHASE PLAN. For For Management
==============================================================================
COMPANY: SHOPIFY, INC.
TICKER: SHOP
CUSIP: 82509L107
MEETING
DATE: 5/26/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TOBIAS LÜTKE For For Management
1.2 Elect Director ROBERT ASHE For For Management
1.3 Elect Director GAIL GOODMAN For For Management
1.4 Elect Director COLLEEN JOHNSTON For For Management
1.5 Elect Director JEREMY LEVINE For For Management
1.6 Elect Director JOHN PHILLIPS For For Management
2 APPOINTMENT OF THE AUDITORS
RESOLUTION APPROVING THE
RE-APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
AUDITORS OF SHOPIFY INC. AND
AUTHORIZING THE BOARD OF DIRECTORS
TO FIX THEIR REMUNERATION. For For Management
3 APPROVAL OF STOCK OPTION PLAN
RESOLUTION APPROVING THE SECOND
AMENDMENT AND RESTATEMENT OF
SHOPIFY INC.'S STOCK OPTION PLAN
AND APPROVING ALL UNALLOCATED
OPTIONS UNDER THE STOCK OPTION
PLAN, AS AMENDED, ALL AS DISCLOSED
IN THE MANAGEMENT INFORMATION
CIRCULAR FOR THE MEETING. For For Management
4 APPROVAL OF LONG TERM INCENTIVE
PLAN RESOLUTION APPROVING THE SECOND
AMENDMENT AND RESTATEMENT OF
SHOPIFY INC.'S LONG TERM INCENTIVE
PLAN AND APPROVING ALL UNALLOCATED
AWARDS UNDER THE LONG TERM INCENTIVE
PLAN, AS AMENDED, ALL AS DISCLOSED
IN THE MANAGEMENT INFORMATION CIRCULAR
FOR THE MEETING. For For Management
5 ADVISORY VOTE ON EXECUTIVE COMPENSATION
NON-BINDING ADVISORY RESOLUTION THAT
THE SHAREHOLDERS ACCEPT SHOPIFY INC.'S
APPROACH TO EXECUTIVE COMPENSATION
AS DISCLOSED IN THE MANAGEMENT INFORMATION
CIRCULAR FOR THE MEETING. For For Management
==============================================================================
COMPANY: SILVERGATE CAPITAL CORP.
TICKER: SI
CUSIP: 82837P408
MEETING
DATE: 4/22/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KATHRYN A. BYRNE For For Management
1.2 Elect Director MAGGIE TIMONEY For For Management
1.3 Elect Director GEORGE TSUNIS For For Management
2 TO RATIFY THE APPOINTMENT OF KPMG LLP,
AN INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, AS THE INDEPENDENT
AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2021. For For Management
3 ADVISORY VOTE ON EXECUTIVE COMPENSATION. For For Management
4 APPROVAL OF THE BANK'S SHARE REPURCHASE
PLAN. For For Management
5 APPROVAL TO AMEND THE BANK'S
ORGANIZATION CERTIFICATE TO INCREASE
THE AUTHORIZED COMMON STOCK OF THE BANK. For For Management
6 APPROVAL TO AMEND THE 2004 EQUITY PLAN
TO INCREASE THE NUMBER OF SHARES OF THE
BANK'S COMMON STOCK. For For Management
==============================================================================
COMPANY: SILVERGATE CAPITAL CORP.
TICKER: SI
CUSIP: 82837P408
MEETING
DATE: 6/11/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director PAUL D. COLUCCI For For Management
1.2 Elect Director THOMAS C. DIRCKS For For Management
1.3 Elect Director COLLEEN SULLIVAN For For Management
2 RATIFY THE APPOINTMENT OF CROWE LLP
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: SKILLZ, INC.
TICKER: SKLZ
CUSIP: 83067L109
MEETING
DATE: 5/26/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ANDREW PARADISE For For Management
1.2 Elect Director CASEY CHAFKIN For For Management
1.3 Elect Director CHRISTOPHER S. GAFFNEY For For Management
1.4 Elect Director HARRY E. SLOAN For For Management
1.5 Elect Director JERRY BRUCKHEIMER For For Management
1.6 Elect Director KENT WAKEFORD For For Management
1.7 Elect Director VANDANA MEHTA-KRANTZ For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2021. For For Management
==============================================================================
COMPANY: SKYWORKS SOLUTIONS, INC.
TICKER: SWKS
CUSIP: 83088M102
MEETING
DATE: 5/12/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ALAN S. BATEY For For Management
1.2 Elect Director KEVIN L. BEEBE For For Management
1.3 Elect Director TIMOTHY R. FUREY For For Management
1.4 Elect Director LIAM K. GRIFFIN For For Management
1.5 Elect Director CHRISTINE KING For For Management
1.6 Elect Director DAVID P. MCGLADE For For Management
1.7 Elect Director ROBERT A. SCHRIESHEIM For For Management
1.8 Elect Director KIMBERLY S. STEVENSON For For Management
2 TO RATIFY THE SELECTION BY THE COMPANY'S
AUDIT COMMITTEE OF KPMG LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE COMPANY FOR FISCAL
YEAR 2021. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS DESCRIBED
IN THE COMPANY'S PROXY STATEMENT. For For Management
4 TO APPROVE THE COMPANY'S AMENDED
AND RESTATED 2015 LONG-TERM INCENTIVE
PLAN. For For Management
5 TO APPROVE A STOCKHOLDER PROPOSAL
REGARDING SUPERMAJORITY VOTING
PROVISIONS. Abstain Abstain Management
==============================================================================
COMPANY: SPOTIFY TECHNOLOGY S.A.
TICKER: SPOT
CUSIP: L8681T102
MEETING
DATE: 4/21/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 APPROVE THE COMPANY'S ANNUAL
ACCOUNTS FOR THE FINANCIAL YEAR
ENDED DECEMBER 31, 2020 AND THE
COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2020. For For Management
2 APPROVE ALLOCATION OF THE COMPANY'S
ANNUAL RESULTS FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2020. For For Management
3 GRANT DISCHARGE OF THE LIABILITY
OF THE MEMBERS OF THE BOARD OF
DIRECTORS FOR, AND IN CONNECTION
WITH, THE FINANCIAL YEAR ENDED
DECEMBER 31, 2020. For For Management
4.1 Elect Director MR. DANIEL EK For For Management
4.2 Elect Director MR. MARTIN LORENTZON For For Management
4.3 Elect Director MR. SHISHIR S. MEHROTRA For For Management
4.4 Elect Director MR. CHRISTOPHER MARSHALL For For Management
4.5 Elect Director MR. BARRY MCCARTHY For For Management
4.6 Elect Director MS. HEIDI O'NEILL For For Management
4.7 Elect Director MR. TED SARANDOS For For Management
4.8 Elect Director MR. THOMAS OWEN STAGGS For For Management
4.9 Elect Director MS. CRISTINA M. STENBECK For For Management
4.10 Elect Director MS. MONA SUTPHEN For For Management
4.11 Elect Director MS. PADMASREE WARRIOR For For Management
5 APPOINT ERNST & YOUNG S.A. (LUXEMBOURG)
AS THE INDEPENDENT AUDITOR FOR THE PERIOD
ENDING AT THE GENERAL MEETING APPROVING
THE ANNUAL ACCOUNTS FOR THE FINANCIAL
YEAR ENDING ON DECEMBER 31, 2021. For For Management
6 APPROVE THE DIRECTORS' REMUNERATION
FOR THE YEAR 2021. For For Management
7 AUTHORIZE THE BOARD TO REPURCHASE
10,000,000 SHARES ISSUED BY THE COMPANY
DURING A PERIOD OF FIVE YEARS, FOR A
PRICE THAT WILL BE DETERMINED BY THE
BOARD WITHIN THE FOLLOWING LIMITS:
AT LEAST THE PAR VALUE AND AT THE
MOST THE FAIR MARKET VALUE. For For Management
8 AUTHORIZE AND EMPOWER EACH OF MR. GUY
HARLES AND MR. ALEXANDRE GOBERT TO
EXECUTE AND DELIVER, UNDER THEIR SOLE
SIGNATURE, ON BEHALF OF THE COMPANY
AND WITH FULL POWER OF SUBSTITUTION,
ANY DOCUMENTS NECESSARY OR USEFUL IN
CONNECTION WITH THE ANNUAL FILING AND
REGISTRATION REQUIRED BY THE LUXEMBOURG
LAWS. For For Management
==============================================================================
COMPANY: SQUARE, INC.
TICKER: SQ
CUSIP: 852234103
MEETING
DATE: 6/15/21
------------------------------------------------------------------------------
�� Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RANDY GARUTTI For For Management
1.2 Elect Director MARY MEEKER For For Management
1.3 Elect Director LAWRENCE SUMMERS For For Management
1.4 Elect Director DARREN WALKER For For Management
2 ADVISORY VOTE ON THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
OUR FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
4 STOCKHOLDER PROPOSAL, IF PROPERLY
PRESENTED AT THE MEETING, REGARDING
AN INDEPENDENT CHAIR. Against Against Shareholder
5 STOCKHOLDER PROPOSAL, IF PROPERLY
PRESENTED AT THE MEETING, REGARDING
A CHANGE IN STOCKHOLDER VOTING. Against Against Shareholder
==============================================================================
COMPANY: TAIWAN SEMICONDUCTOR MANUFACTURING COMPANY LIMITED
TICKER: TSM
CUSIP: 874039100
MEETING
DATE: 6/8/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 TO ACCEPT 2020 BUSINESS REPORT
AND FINANCIAL STATEMENTS. For For Management
2 BASED ON RECENT AMENDMENTS TO THE
"TEMPLATE OF PROCEDURES FOR ELECTION
OF DIRECTOR" BY THE TAIWAN STOCK
EXCHANGE, TO APPROVE AMENDMENTS
TO THE BALLOT FORMAT REQUIREMENT
FOR ELECTION OF DIRECTORS SET
FORTH IN TSMC'S "RULES FOR
ELECTION OF DIRECTORS. For For Management
3 TO APPROVE THE ISSUANCE OF EMPLOYEE
RESTRICTED STOCK AWARDS FOR YEAR 2021. For For Management
4.1 Elect Director MARK LIU For For Management
4.2 Elect Director C.C. WEI For For Management
4.3 Elect Director F.C. TSENG For For Management
4.4 Elect Director MING-HSIN KUNG For For Management
4.5 Elect Director SIR PETER L. BONFIELD For For Management
4.6 Elect Director KOK-CHOO CHE For For Management
4.7 Elect Director MICHAEL R. SPLINTER For For Management
4.8 Elect Director MOSHE N. GAVRIELOV For For Management
4.9 Elect Director YANCEY HAI For For Management
4.10 Elect Director L. RAFAEL REIF For For Management
==============================================================================
COMPANY: TERADYNE, INC.
TICKER: TER
CUSIP: 880770102
MEETING
DATE: 5/7/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MICHAEL A. BRADLEY For For Management
1.2 Elect Director EDWIN J. GILLIS For For Management
1.3 Elect Director TIMOTHY E. GUERTIN For For Management
1.4 Elect Director PETER HERWECK For For Management
1.5 Elect Director MARK E. JAGIELA For For Management
1.6 Elect Director MERCEDES JOHNSON For For Management
1.7 Elect Director MARILYN MATZ For For Management 1.8 Elect Director PAUL J. TUFANO For For Management
2 TO APPROVE, IN A NON-BINDING,
ADVISORY VOTE, THE COMPENSATION
OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS. For For Management
3 TO APPROVE AN AMENDMENT TO THE
COMPANY'S ARTICLES OF ORGANIZATION
TO LOWER THE VOTING REQUIREMENT FOR
SHAREHOLDER APPROVAL OF MERGERS,
SHARE EXCHANGES AND SUBSTANTIAL
SALES OF COMPANY ASSETS FROM A
SUPER-MAJORITY TO A SIMPLE MAJORITY. For For Management
4 TO APPROVE AN AMENDMENT TO THE
COMPANY'S ARTICLES OF ORGANIZATION
TO PERMIT SHAREHOLDERS TO ACT BY
A SIMPLE MAJORITY WRITTEN CONSENT,
RATHER THAN BY UNANIMOUS WRITTEN CONSENT. For For Management
5 TO APPROVE AN AMENDMENT TO THE 1996
EMPLOYEE STOCK PURCHASE PLAN TO
INCREASE THE AGGREGATE NUMBER OF
SHARES OF COMMON STOCK THAT MAY BE
ISSUED PURSUANT TO THE PLAN BY
3,000,000 SHARES. For For Management
6 TO APPROVE THE 2006 EQUITY AND
CASH COMPENSATION INCENTIVE PLAN,
AS AMENDED, TO INCLUDE, AMONG OTHER
CHANGES, A NEW TOTAL ANNUAL
COMPENSATION CAP FOR NON- EMPLOYEE
DIRECTORS. For For Management
7 TO RATIFY THE SELECTION OF THE FIRM
OF PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: TELADOC HEALTH, INC.
TICKER: TDOC
CUSIP: 87918A105
MEETING
DATE: 10/29/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 APPROVAL OF SHARE ISSUANCE. TO APPROVE
THE ISSUANCE OF SHARES OF TELADOC
HEALTH, INC. ("TELADOC") COMMON STOCK
TO THE SHAREHOLDERS OF LIVONGO
HEALTH, INC. ("LIVONGO") PURSUANT TO
THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF AUGUST 5, 2020, BY AND
AMONG TELADOC, LIVONGO, AND
TEMPRANILLO MERGER SUB, INC.,
A WHOLLY-OWNED SUBSIDIARY OF TELADOC
(THE "TELADOC SHARE ISSUANCE
PROPOSAL"). For For Management
2 ADOPTION OF CHARTER AMENDMENT.
TO ADOPT AN AMENDMENT TO THE
CERTIFICATE OF INCORPORATION OF
TELADOC (THE "TELADOC CHARTER
AMENDMENT PROPOSAL"). For For Management
3 ADJOURNMENT OF TELADOC SHAREHOLDER
MEETING. TO APPROVE THE ADJOURNMENT
OF THE TELADOC SHAREHOLDER MEETING
TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT
THE TIME OF THE TELADOC SHAREHOLDER
MEETING TO APPROVE THE TELADOC SHARE
ISSUANCE PROPOSAL AND THE TELADOC
CHARTER AMENDMENT PROPOSAL OR TO
ENSURE THAT ANY SUPPLEMENT OR
AMENDMENT TO THE ACCOMPANYING
JOINT PROXY STATEMENT/PROSPECTUS
IS TIMELY PROVIDED TO TELADOC
SHAREHOLDERS. For For Management
==============================================================================
COMPANY: TELADOC HEALTH, INC.
TICKER: TDOC
CUSIP: 87918A105
MEETING
DATE: 5/17/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CHRISTOPHER BISCHOFF For For Management
1.2 Elect Director KAREN L. DANIEL For For Management
1.3 Elect Director SANDRA L. FENWIC For For Management
1.4 Elect Director WILLIAM H. FRIST, MD For For Management
1.5 Elect Director JASON GOREVIC For For Management
1.6 Elect Director CATHERINE A. JACOBSON For For Management
1.7 Elect Director THOMAS G. MCKINLEY For For Management 1.8 Elect Director KENNETH H. PAULUS For For Management
1.9 Elect Director DAVID SHEDLARZ For For Management
1.10 Elect Director MARK DOUGLAS SMITH, MD For For Management 1.11 Elect Director DAVID B. SNOW, JR. For For Management
2 APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF TELADOC HEALTH'S
NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS TELADOC
HEALTH'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: TESLA, INC.
TICKER: TSLA
CUSIP: 88160R101
MEETING
DATE: 9/22/20
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ELON MUSK For For Management
1.2 Elect Director ROBYN DENHOLM For For Management
1.3 Elect Director HIROMICHI MIZUNO For For Management
2 A TESLA PROPOSAL TO APPROVE EXECUTIVE
COMPENSATION ON A NON-BINDING
ADVISORY BASIS. For For Management
3 A TESLA PROPOSAL TO RATIFY THE
APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
TESLA'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2020. For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
PAID ADVERTISING. Against Against Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING
SIMPLE MAJORITY VOTING PROVISIONS
IN OUR GOVERNING DOCUMENTS. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
REPORTING ON EMPLOYEE ARBITRATION. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING
ADDITIONAL REPORTING ON HUMAN RIGHTS. Against Against Shareholder
==============================================================================
COMPANY: THE TRADE DESK, INC.
TICKER: TTD
CUSIP: 88339J105
MEETING
DATE: 12/7/20
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 THE AMENDMENT OF OUR CERTIFICATE OF
INCORPORATION TO CHANGE THE EVENTS
UPON WHICH ALL OF OUR SHARES OF
CLASS B COMMON STOCK WILL
AUTOMATICALLY CONVERT INTO
CLASS A COMMON STOCK. For For Management
2 THE AMENDMENT OF OUR CERTIFICATE
OF INCORPORATION TO PERMIT
STOCKHOLDERS TO ACT BY WRITTEN
CONSENT BEGINNING ON THE FIRST
DATE ON WHICH THE OUTSTANDING
SHARES OF CLASS B COMMON STOCK
REPRESENT LESS THAN 50% OF THE
COMPANY'S OUTSTANDING VOTING POWER. For For Management
3 THE AMENDMENT OF OUR CERTIFICATE OF
INCORPORATION TO PERMIT STOCKHOLDERS
OWNING AT LEAST 20% OF OUR OUTSTANDING
SHARES OF COMMON STOCK CONTINUOUSLY
FOR ONE YEAR TO REQUEST SPECIAL
STOCKHOLDER MEETINGS. For For Management
4 THE AMENDMENT OF OUR CERTIFICATE
OF INCORPORATION TO PROVIDE THAT
THE HOLDERS OF OUR CLASS A COMMON
STOCK, VOTING AS A SINGLE CLASS,
WILL BE ENTITLED TO ELECT ONE
DIRECTOR IF THE TOTAL NUMBER OF
DIRECTORS IS EIGHT OR FEWER OR TWO
DIRECTORS IF THE TOTAL NUMBER OF
DIRECTORS IS NINE OR GREATER. For For Management
5 THE ADOPTION OF THE AMENDED AND
RESTATED BYLAWS OF THE COMPANY. For For Management
6 THE APPROVAL OF ONE OR MORE
ADJOURNMENTS OF THE SPECIAL MEETING,
IF NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE ANY OF THE
PROPOSALS TO BE CONSIDERED AT
THE MEETING. For For Management
==============================================================================
COMPANY: THE TRADE DESK, INC.
TICKER: TTD
CUSIP: 88339J105
MEETING
DATE: 5/27/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DAVID R. PICKLES For For Management
1.2 Elect Director GOKUL RAJARAM For For Management
2 THE RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP ("PWC")
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: TWITTER, INC.
TICKER: TWTR
CUSIP: 90184L102
MEETING
DATE: 5/27/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JESSE COHN For For Management
1.2 Elect Director MARTHA LANE FOX For For Management
1.3 Elect Director FEI-FEI LI For For Management
1.4 Elect Director DAVID ROSENBLATT For For Management
2 THE APPROVAL, ON AN ADVISORY BASIS,
OF THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS ("SAY-ON-PAY"). For For Management
3 THE APPROVAL, ON AN ADVISORY BASIS,
OF THE FREQUENCY OF FUTURE
STOCKHOLDER ADVISORY VOTES ON
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. 1-Year 1-Year Management
4 RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP
AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR OUR
FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
5 THE APPROVAL OF AN AMENDMENT
TO OUR AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION
TO DECLASSIFY OUR BOARD OF DIRECTORS. For For Management
6 A STOCKHOLDER PROPOSAL REGARDING
A CLIMATE REPORT, IF PROPERLY
PRESENTED AT THE ANNUAL MEETING. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING A
DIRECTOR CANDIDATE WITH HUMAN
AND/OR CIVIL RIGHTS EXPERTISE,
IF PROPERLY PRESENTED AT THE
ANNUAL MEETING. Against Against Shareholder
==============================================================================
COMPANY: VEEVA SYSTEMS, INC.
TICKER: VEEV
CUSIP: 922475108
MEETING
DATE: 1/13/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 THE ADOPTION AND APPROVAL OF THE
AMENDMENTS TO OUR RESTATED CERTIFICATE
OF INCORPORATION TO BECOME A PUBLIC
BENEFIT CORPORATION. For For Management
2 THE ADOPTION AND APPROVAL OF THE
AMENDMENTS TO OUR RESTATED CERTIFICATE
OF INCORPORATION TO ELIMINATE THE
CLASSIFIED STRUCTURE OF OUR BOARD
OF DIRECTORS. For For Management
==============================================================================
COMPANY: VEEVA SYSTEMS, INC.
TICKER: VEEV
CUSIP: 922475108
MEETING
DATE: 6/23/21
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Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MARK CARGE For For Management
1.2 Elect Director PAUL E. CHAMBERLAIN For For Management
1.3 Elect Director RONALD E.F. CODD For For Management
1.4 Elect Director PETER P. GASSNER For For Management
1.5 Elect Director MARY LYNNE HEDLEY For For Management
1.6 Elect Director GORDON RITTER For For Management
1.7 Elect Director PAUL SEKHRI For For Management
1.8 Elect Director MATTHEW J. WALLACH For For Management
2 TO RATIFY THE APPOINTMENT OF KPMG LLP
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 31, 2022. For For Management
3 TO HOLD AN ADVISORY (NON-BINDING) VOTE
TO APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION. For For Management
4 TO HOLD AN ADVISORY (NON-BINDING)
VOTE ON THE FREQUENCY OF FUTURE
SHAREHOLDER ADVISORY VOTES TO APPROVE
NAMED EXECUTIVE OFFICER COMPENSATION. 3-Years 3-Years Management
5 TO AMEND AND RESTATE OUR RESTATED
CERTIFICATE OF INCORPORATION TO PERMIT
SHAREHOLDERS TO CALL SPECIAL MEETINGS
AS SPECIFIED IN OUR AMENDED AND RESTATED
BYLAWS, WHICH WOULD ALLOW SHAREHOLDERS
HOLDING 25% OR MORE OF THE VOTING POWER
OF OUR CAPITAL STOCK FOR AT LEAST ONE
YEAR TO CALL SPECIAL MEETINGS. For For Management
6 TO CONSIDER AND VOTE UPON A SHAREHOLDER
PROPOSAL, IF PROPERLY PRESENTED, TO
ENABLE SHAREHOLDERS HOLDING 15% OR
MORE OF OUR COMMON STOCK TO CALL
SPECIAL MEETINGS. Against Against Management
==============================================================================
COMPANY: WAYFAIR, INC.
TICKER: W
CUSIP: 94419L101
MEETING
DATE: 5/11/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director NIRAJ SHAH For For Management
1.2 Elect Director STEVEN CONINE For For Management
1.3 Elect Director MICHAEL CHOE For For Management
1.4 Elect Director ANDREA JUNG For For Management
1.5 Elect Director MICHAEL KUMIN For For Management
1.6 Elect Director JEFFREY NAYLOR For For Management
1.7 Elect Director ANKE SCHÄFERKORDT For For Management
1.8 Elect Director MICHAEL E. SNEED For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS THE
CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS
FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2021. For For Management
==============================================================================
COMPANY: WESTERN DIGITAL CORP.
TICKER: WDC
CUSIP: 958102105
MEETING
DATE: 11/18/20
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KIMBERLY E. ALEXY For For Management
1.2 Elect Director MARTIN I. COLE For For Management
1.3 Elect Director KATHLEEN A. COTE For For Management
1.4 Elect Director TUNÇ DOLUCA For For Management
1.5 Elect Director DAVID V. GOECKELER For For Management
1.6 Elect Director MATTHEW E. MASSENGILL For For Management
1.7 Elect Director PAULA A. PRICE For For Management
1.8 Elect Director STEPHANIE A. STREETER For For Management
2 TO APPROVE ON AN ADVISORY BASIS THE
NAMED EXECUTIVE OFFICER COMPENSATION
DISCLOSED IN THE PROXY STATEMENT. For For Management
3 TO APPROVE AN AMENDMENT AND RESTATEMENT
OF OUR 2017 PERFORMANCE INCENTIVE
PLAN TO INCREASE BY 9.8 MILLION
THE NUMBER OF SHARES OF OUR COMMON
STOCK AVAILABLE FOR ISSUANCE UNDER
THAT PLAN. For For Management
4 TO RATIFY THE APPOINTMENT OF
KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2021. For For Management
==============================================================================
COMPANY: WORKDAY, INC.
TICKER: WDAY
CUSIP: 98138H101
MEETING
DATE: 6/8/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ANEEL BHUSRI For For Management
1.2 Elect Director ANN-MARIE CAMPBELL For For Management
1.3 Elect Director DAVID A. DUFFIELD For For Management
1.4 Elect Director LEE J. STYSLINGER III 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, 2022. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DISCLOSED
IN THE PROXY STATEMENT. For For Management
4 TO APPROVE, ON AN ADVISORY BASIS,
THE FREQUENCY OF FUTURE ADVISORY
VOTES CONCERNING THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS. 1-Year 1-Year Management
==============================================================================
COMPANY: ZOOM VIDEO COMMUNICATIONS, INC.
TICKER: ZM
CUSIP: 98980L101
MEETING
DATE: 6/17/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JONATHAN CHADWICK For For Management
1.2 Elect Director KIMBERLY L. HAMMONDS For For Management
1.3 Elect Director DAN SCHEINMAN For For Management
2 RATIFY THE APPOINTMENT OF KPMG LLP
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL YEAR
ENDING JANUARY 31, 2022. For For Management
3 TO APPROVE, ON AN ADVISORY NON-BINDING
BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN
OUR PROXY STATEMENT. 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: ZSCALER, INC.
TICKER: ZS
CUSIP: 98980G102
MEETING
DATE: 1/6/21
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JAGTAR ("JAY") CHAUDHRY For For Management
1.2 Elect Director AMIT SINHA For For Management
2 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR 2021. For For Management
3 TO APPROVE ON A NON-BINDING,
ADVISORY BASIS, 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 30, 2021
---------------
