UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-09607
Fairholme Funds, Inc.
(Exact name of registrant as specified in charter)
5966 South Dixie Highway, Suite 300
South Miami, FL 33143
(Address of principal executive offices) (Zip code)
Bruce R. Berkowitz
5966 South Dixie Highway, Suite 300
South Miami, FL 33143
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-866-202-2263
Date of fiscal year end: November 30
Date of reporting period: July 1, 2021 – June 30, 2022
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 (17 CFR 239.24 and 274.5), 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 information under the clearance requirements of 44 U.S.C. § 3507.
The Fairholme Fund Proxy Voting Record
REGISTRANT NAME: FAIRHOLME FUNDS, INC.
INVESTMENT COMPANY ACT FILE NUMBER: 811-09607
REPORTING PERIOD: 07/01/2021 - 06/30/2022
REGISTRANT ADDRESS: 5966 SOUTH DIXIE HIGHWAY, STE 300, SOUTH MIAMI, FL 33143
NAME OF SERIES (AS APPLICABLE): THE FAIRHOLME FUND
COMMERCIAL METALS COMPANY | ||||||||
Security | 201723103 | Meeting Type | Annual | |||||
Ticker Symbol | CMC | Meeting Date | 12-Jan-2022 | |||||
ISIN | US2017231034 | Agenda | 935526131 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1.1 | Election of Director: Lisa M. Barton | Management | For | For | ||||||
1.2 | Election of Director: Gary E. McCullough | Management | For | For | ||||||
1.3 | Election of Director: Charles L. Szews | Management | For | For | ||||||
2. | Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2022. | Management | For | For | ||||||
3. | Advisory vote on executive compensation. | Management | For | For |
INTEL CORPORATION | ||||||||
Security | 458140100 | Meeting Type | Annual | |||||
Ticker Symbol | INTC | Meeting Date | 12-May-2022 | |||||
ISIN | US4581401001 | Agenda | 935577013 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director: Patrick P. Gelsinger | Management | For | For | ||||||
1B. | Election of Director: James J. Goetz | Management | For | For | ||||||
1C. | Election of Director: Andrea J. Goldsmith | Management | For | For | ||||||
1D. | Election of Director: Alyssa H. Henry | Management | For | For | ||||||
1E. | Election of Director: Omar Ishrak | Management | For | For | ||||||
1F. | Election of Director: Risa Lavizzo-Mourey | Management | For | For | ||||||
1G. | Election of Director: Tsu-Jae King Liu | Management | For | For | ||||||
1H. | Election of Director: Gregory D. Smith | Management | For | For | ||||||
1I. | Election of Director: Dion J. Weisler | Management | For | For | ||||||
1J. | Election of Director: Frank D. Yeary | Management | For | For | ||||||
2. | Ratification of selection of Ernst & Young LLP as our independent registered public accounting firm for 2022. | Management | For | For | ||||||
3. | Advisory vote to approve executive compensation of our listed officers. | Management | For | For | ||||||
4. | Approval of amendment and restatement of the 2006 Equity Incentive Plan. | Management | For | For | ||||||
5. | Stockholder proposal requesting amendment to the company’s stockholder special meeting right, if properly presented at the meeting. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting a third-party audit and report on whether written policies or unwritten norms at the company reinforce racism in company culture, if properly presented at the meeting. | Shareholder | Against | For |
THE ST. JOE COMPANY | ||||||||
Security | 790148100 | Meeting Type | Annual | |||||
Ticker Symbol | JOE | Meeting Date | 17-May-2022 | |||||
ISIN | US7901481009 | Agenda | 935592611 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Cesar L. Alvarez | Management | For | For | ||||||
1B. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Bruce R. Berkowitz | Management | For | For | ||||||
1C. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Howard S. Frank | Management | For | For | ||||||
1D. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Jorge L. Gonzalez | Management | For | For | ||||||
1E. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Thomas P. Murphy, Jr. | Management | For | For | ||||||
2. | Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. | Management | For | For | ||||||
3. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For |
IMPERIAL METALS CORP | ||||||||
Security | 452892102 | Meeting Type | Annual General Meeting | |||||
Ticker Symbol | III CN | Meeting Date | 25-May-2022 | |||||
ISIN | CA4528921022 | Agenda | 715480466 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
CMMT | PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’-ONLY FOR RESOLUTIONS 3 AND ‘IN FAVOR’ OR ‘ABSTAIN’ ONLY FOR RESOLUTION-NUMBERS 1.1 TO 1.7 AND 2. THANK YOU | Non-Voting | ||||||||
1.1 | ELECTION OF DIRECTOR: CAROLYN D. ANGLIN | Management | For | For | ||||||
1.2 | ELECTION OF DIRECTOR: J. BRIAN KYNOCH | Management | For | For | ||||||
1.3 | ELECTION OF DIRECTOR: PIERRE LEBEL | Management | For | For | ||||||
1.4 | ELECTION OF DIRECTOR: LARRY G. MOELLER | Management | For | For | ||||||
1.5 | ELECTION OF DIRECTOR: JANINE NORTH | Management | For | For | ||||||
1.6 | ELECTION OF DIRECTOR: JAMES P. VEITCH | Management | For | For | ||||||
1.7 | ELECTION OF DIRECTOR: EDWARD A. YURKOWSKI | Management | For | For | ||||||
2 | APPOINTMENT OF DELOITTE LLP AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION | Management | For | For | ||||||
3 | TO APPROVE ALL UNALLOCATED STOCK OPTIONS UNDER THE COMPANY’S AMENDED AND RESTATED STOCK OPTION PLAN (2007) | Management | For | For |
IMPERIAL METALS CORPORATION | ||||||||
Security | 452892102 | Meeting Type | Annual | |||||
Ticker Symbol | III CN | Meeting Date | 25-May-2022 | |||||
ISIN | CA4528921022 | Agenda | 935614190 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
1 | DIRECTOR | Management | ||||||||||
1 | Carolyn D. Anglin | For | For | |||||||||
2 | J. Brian Kynoch | For | For | |||||||||
3 | Pierre Lebel | For | For | |||||||||
4 | Larry G. Moeller | For | For | |||||||||
5 | Janine North | For | For | |||||||||
6 | James P. Veitch | For | For | |||||||||
7 | Edward A. Yurkowski | For | For | |||||||||
2 | Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. | Management | For | For | ||||||||
3 | To approve all unallocated stock options under the Company’s Amended and Restated Stock Option Plan (2007). | Management | For | For |
The Fairholme Focused Income Fund Proxy Voting Record
REGISTRANT NAME: FAIRHOLME FUNDS, INC.
INVESTMENT COMPANY ACT FILE NUMBER: 811-09607
REPORTING PERIOD: 07/01/2021 - 06/30/2022
REGISTRANT ADDRESS: 5966 SOUTH DIXIE HIGHWAY, STE 300, SOUTH MIAMI, FL 33143
NAME OF SERIES (AS APPLICABLE): THE FAIRHOLME FOCUSED INCOME FUND
NEWCREST MINING LTD | ||||||||
Security | Q6651B114 | Meeting Type | Annual General Meeting | |||||
Ticker Symbol | NCM AU | Meeting Date | 10-Nov-2021 | |||||
ISIN | AU000000NCM7 | Agenda | 714718915 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
CMMT | VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSALS 3,4,5 AND VOTES CAST BY-ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE-PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED-BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT (AS REFERRED IN THE COMPANY-ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON THE ABOVE-MENTIONED PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT-NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S-AND YOU COMPLY WITH THE VOTING EXCLUSION | Non-Voting | ||||||||
2.A | ELECTION OF JANE MCALOON AS A DIRECTOR | Management | For | For | ||||||
2.B | RE-ELECTION OF PETER TOMSETT AS A DIRECTOR | Management | For | For | ||||||
2.C | RE-ELECTION OF PHILIP AIKEN AS A DIRECTOR | Management | For | For | ||||||
3 | GRANT OF PERFORMANCE RIGHTS TO MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER, SANDEEP BISWAS | Management | For | For | ||||||
4 | ADOPTION OF THE REMUNERATION REPORT FOR THE YEAR ENDED 30 JUNE 2021 (ADVISORY ONLY) | Management | For | For | ||||||
5 | APPROVAL OF TERMINATION BENEFITS | Management | For | For |
COMMERCIAL METALS COMPANY | ||||||||
Security | 201723103 | Meeting Type | Annual | |||||
Ticker Symbol | CMC | Meeting Date | 12-Jan-2022 | |||||
ISIN | US2017231034 | Agenda | 935526131 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1.1 | Election of Director: Lisa M. Barton | Management | For | For | ||||||
1.2 | Election of Director: Gary E. McCullough | Management | For | For | ||||||
1.3 | Election of Director: Charles L. Szews | Management | For | For | ||||||
2. | Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2022. | Management | For | For | ||||||
3. | Advisory vote on executive compensation. | Management | For | For |
WALGREENS BOOTS ALLIANCE, INC. | ||||||||
Security | 931427108 | Meeting Type | Annual | |||||
Ticker Symbol | WBA | Meeting Date | 27-Jan-2022 | |||||
ISIN | US9314271084 | Agenda | 935533302 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director: Janice M. Babiak | Management | For | For | ||||||
1B. | Election of Director: David J. Brailer | Management | For | For | ||||||
1C. | Election of Director: Rosalind G. Brewer | Management | For | For | ||||||
1D. | Election of Director: William C. Foote | Management | For | For | ||||||
1E. | Election of Director: Ginger L. Graham | Management | For | For | ||||||
1F. | Election of Director: Valerie B. Jarrett | Management | For | For | ||||||
1G. | Election of Director: John A. Lederer | Management | For | For | ||||||
1H. | Election of Director: Dominic P. Murphy | Management | For | For | ||||||
1I. | Election of Director: Stefano Pessina | Management | For | For | ||||||
1J. | Election of Director: Nancy M. Schlichting | Management | For | For | ||||||
2. | Advisory vote to approve named executive officer compensation. | Management | For | For | ||||||
3. | Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2022. | Management | For | For | ||||||
4. | Stockholder proposal requesting conversion to a Public Benefit Corporation. | Shareholder | Against | For | ||||||
5. | Stockholder proposal to reduce the ownership threshold for calling special meetings of stockholders. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting report on public health costs due to tobacco product sales and the impact on overall market returns. | Shareholder | Against | For |
APPLE INC. | ||||||||
Security | 037833100 | Meeting Type | Annual | |||||
Ticker Symbol | AAPL | Meeting Date | 04-Mar-2022 | |||||
ISIN | US0378331005 | Agenda | 935541549 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director: James Bell | Management | Abstain | Against | ||||||
1B. | Election of Director: Tim Cook | Management | Abstain | Against | ||||||
1C. | Election of Director: Al Gore | Management | Abstain | Against | ||||||
1D. | Election of Director: Alex Gorsky | Management | Abstain | Against | ||||||
1E. | Election of Director: Andrea Jung | Management | Abstain | Against | ||||||
1F. | Election of Director: Art Levinson | Management | Abstain | Against | ||||||
1G. | Election of Director: Monica Lozano | Management | Abstain | Against | ||||||
1H. | Election of Director: Ron Sugar | Management | Abstain | Against | ||||||
1I. | Election of Director: Sue Wagner | Management | Abstain | Against | ||||||
2. | Ratification of the appointment of Ernst & Young LLP as Apple’s independent registered public accounting firm for fiscal 2022. | Management | Abstain | Against | ||||||
3. | Advisory vote to approve executive compensation. | Management | Abstain | Against | ||||||
4. | Approval of the Apple Inc. 2022 Employee Stock Plan. | Management | Abstain | Against | ||||||
5. | A shareholder proposal entitled “Reincorporate with Deeper Purpose”. | Shareholder | Abstain | Against | ||||||
6. | A shareholder proposal entitled “Transparency Reports”. | Shareholder | Abstain | Against | ||||||
7. | A shareholder proposal entitled “Report on Forced Labor”. | Shareholder | Abstain | Against | ||||||
8. | A shareholder proposal entitled “Pay Equity”. | Shareholder | Abstain | Against | ||||||
9. | A shareholder proposal entitled “Civil Rights Audit”. | Shareholder | Abstain | Against | ||||||
10. | A shareholder proposal entitled “Report on Concealment Clauses”. | Shareholder | Abstain | Against |
CITIGROUP INC. | ||||||||
Security | 172967424 | Meeting Type | Annual | |||||
Ticker Symbol | C | Meeting Date | 26-Apr-2022 | |||||
ISIN | US1729674242 | Agenda | 935563177 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1a. | Election of Director: Ellen M. Costello | Management | For | For | ||||||
1b. | Election of Director: Grace E. Dailey | Management | For | For | ||||||
1c. | Election of Director: Barbara J. Desoer | Management | For | For | ||||||
1d. | Election of Director: John C. Dugan | Management | For | For | ||||||
1e. | Election of Director: Jane N. Fraser | Management | For | For | ||||||
1f. | Election of Director: Duncan P. Hennes | Management | For | For | ||||||
1g. | Election of Director: Peter B. Henry | Management | For | For | ||||||
1h. | Election of Director: S. Leslie Ireland | Management | For | For | ||||||
1i. | Election of Director: Renée J. James | Management | For | For | ||||||
1j. | Election of Director: Gary M. Reiner | Management | For | For | ||||||
1k. | Election of Director: Diana L. Taylor | Management | For | For | ||||||
1l. | Election of Director: James S. Turley | Management | For | For | ||||||
2. | Proposal to ratify the selection of KPMG LLP as Citi’s independent registered public accountants for 2022. | Management | For | For | ||||||
3. | Advisory vote to approve our 2021 Executive Compensation. | Management | For | For | ||||||
4. | Approval of additional shares for the Citigroup 2019 Stock Incentive Plan. | Management | For | For | ||||||
5. | Stockholder proposal requesting a Management Pay Clawback policy. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting an Independent Board Chairman. | Shareholder | Against | For | ||||||
7. | Stockholder Proposal requesting a report on the effectiveness of Citi’s policies and practices in respecting Indigenous Peoples’ rights in Citi’s existing and proposed financing. | Shareholder | Against | For | ||||||
8. | Stockholder Proposal requesting that the Board adopt a policy to end new fossil fuel financing. | Shareholder | Against | For | ||||||
9. | Stockholder proposal requesting a non-discrimination audit analyzing the Company’s impacts on civil rights and non- discrimination for all Americans. | Shareholder | Against | For |
KINDER MORGAN, INC. | ||||||||
Security | 49456B101 | Meeting Type | Annual | |||||
Ticker Symbol | KMI | Meeting Date | 11-May-2022 | |||||
ISIN | US49456B1017 | Agenda | 935579574 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director for a one year term expiring in 2023: Richard D. Kinder | Management | For | For | ||||||
1B. | Election of Director for a one year term expiring in 2023: Steven J. Kean | Management | For | For | ||||||
1C. | Election of Director for a one year term expiring in 2023: Kimberly A. Dang | Management | For | For | ||||||
1D. | Election of Director for a one year term expiring in 2023: Ted A. Gardner | Management | For | For | ||||||
1E. | Election of Director for a one year term expiring in 2023: Anthony W. Hall, Jr. | Management | For | For | ||||||
1F. | Election of Director for a one year term expiring in 2023: Gary L. Hultquist | Management | For | For | ||||||
1G. | Election of Director for a one year term expiring in 2023: Ronald L. Kuehn, Jr. | Management | For | For | ||||||
1H. | Election of Director for a one year term expiring in 2023: Deborah A. Macdonald | Management | For | For | ||||||
1I. | Election of Director for a one year term expiring in 2023: Michael C. Morgan | Management | For | For | ||||||
1J. | Election of Director for a one year term expiring in 2023: Arthur C. Reichstetter | Management | For | For | ||||||
1K. | Election of Director for a one year term expiring in 2023: C. Park Shaper | Management | For | For | ||||||
1L. | Election of Director for a one year term expiring in 2023: William A. Smith | Management | For | For | ||||||
1M. | Election of Director for a one year term expiring in 2023: Joel V. Staff | Management | For | For | ||||||
1N. | Election of Director for a one year term expiring in 2023: Robert F. Vagt | Management | For | For | ||||||
1O. | Election of Director for a one year term expiring in 2023: Perry M. Waughtal | Management | For | For | ||||||
2. | Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2022. | Management | For | For | ||||||
3. | Approval, on an advisory basis, of the compensation of our named executive officers, as disclosed in the Proxy Statement. | Management | For | For |
INTEL CORPORATION | ||||||||
Security | 458140100 | Meeting Type | Annual | |||||
Ticker Symbol | INTC | Meeting Date | 12-May-2022 | |||||
ISIN | US4581401001 | Agenda | 935577013 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director: Patrick P. Gelsinger | Management | For | For | ||||||
1B. | Election of Director: James J. Goetz | Management | For | For | ||||||
1C. | Election of Director: Andrea J. Goldsmith | Management | For | For | ||||||
1D. | Election of Director: Alyssa H. Henry | Management | For | For | ||||||
1E. | Election of Director: Omar Ishrak | Management | For | For | ||||||
1F. | Election of Director: Risa Lavizzo-Mourey | Management | For | For | ||||||
1G. | Election of Director: Tsu-Jae King Liu | Management | For | For |
1H. | Election of Director: Gregory D. Smith | Management | For | For | ||||||
1I. | Election of Director: Dion J. Weisler | Management | For | For | ||||||
1J. | Election of Director: Frank D. Yeary | Management | For | For | ||||||
2. | Ratification of selection of Ernst & Young LLP as our independent registered public accounting firm for 2022. | Management | For | For | ||||||
3. | Advisory vote to approve executive compensation of our listed officers. | Management | For | For | ||||||
4. | Approval of amendment and restatement of the 2006 Equity Incentive Plan. | Management | For | For | ||||||
5. | Stockholder proposal requesting amendment to the company’s stockholder special meeting right, if properly presented at the meeting. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting a third-party audit and report on whether written policies or unwritten norms at the company reinforce racism in company culture, if properly presented at the meeting. | Shareholder | Against | For |
OLD REPUBLIC INTERNATIONAL CORPORATION | ||||||||
Security | 680223104 | Meeting Type | Annual | |||||
Ticker Symbol | ORI | Meeting Date | 26-May-2022 | |||||
ISIN | US6802231042 | Agenda | 935609959 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
1. | DIRECTOR | Management | ||||||||||
1 | Steven J. Bateman | For | For | |||||||||
2 | Lisa J. Caldwell | For | For | |||||||||
3 | John M. Dixon | For | For | |||||||||
4 | Glenn W. Reed | For | For | |||||||||
2. | To ratify the selection of KPMG LLP as the Company’s auditors for 2022. | Management | For | For | ||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | ||||||||
4. | To approve the Old Republic International Corporation 2022 Incentive Compensation Plan. | Management | For | For |
The Fairholme Allocation Fund Proxy Voting Record
REGISTRANT NAME: FAIRHOLME FUNDS, INC.
INVESTMENT COMPANY ACT FILE NUMBER: 811-09607
REPORTING PERIOD: 07/01/2021 - 06/30/2022
REGISTRANT ADDRESS: 5966 SOUTH DIXIE HIGHWAY, STE 300, SOUTH MIAMI, FL 33143
NAME OF SERIES (AS APPLICABLE): THE FAIRHOLME ALLOCATION FUND
ALIBABA GROUP HOLDING LIMITED | ||||||||
Security | 01609W102 | Meeting Type | Annual | |||||
Ticker Symbol | BABA | Meeting Date | 17-Sep-2021 | |||||
ISIN | US01609W1027 | Agenda | 935484321 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1.1 | Election of Director: JOSEPH C. TSAI (To serve for a three year term or until such director’s successor is elected or appointed and duly qualified.) | Management | For | For | ||||||
1.2 | Election of Director: J. MICHAEL EVANS (To serve for a three year term or until such director’s successor is elected or appointed and duly qualified.) | Management | For | For | ||||||
1.3 | Election of Director: E. BÖRJE EKHOLM (To serve for a three year term or until such director’s successor is elected or appointed and duly qualified.) | Management | For | For | ||||||
2. | Ratify the appointment of PricewaterhouseCoopers as the independent registered public accounting firm of the Company for the fiscal year ending March 31, 2022. | Management | For | For |
COMMERCIAL METALS COMPANY | ||||||||
Security | 201723103 | Meeting Type | Annual | |||||
Ticker Symbol | CMC | Meeting Date | 12-Jan-2022 | |||||
ISIN | US2017231034 | Agenda | 935526131 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1.1 | Election of Director: Lisa M. Barton | Management | For | For | ||||||
1.2 | Election of Director: Gary E. McCullough | Management | For | For | ||||||
1.3 | Election of Director: Charles L. Szews | Management | For | For | ||||||
2. | Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2022. | Management | For | For | ||||||
3. | Advisory vote on executive compensation. | Management | For | For |
CITIGROUP INC. | ||||||||
Security | 172967424 | Meeting Type | Annual | |||||
Ticker Symbol | C | Meeting Date | 26-Apr-2022 | |||||
ISIN | US1729674242 | Agenda | 935563177 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1a. | Election of Director: Ellen M. Costello | Management | For | For | ||||||
1b. | Election of Director: Grace E. Dailey | Management | For | For | ||||||
1c. | Election of Director: Barbara J. Desoer | Management | For | For | ||||||
1d. | Election of Director: John C. Dugan | Management | For | For | ||||||
1e. | Election of Director: Jane N. Fraser | Management | For | For | ||||||
1f. | Election of Director: Duncan P. Hennes | Management | For | For | ||||||
1g. | Election of Director: Peter B. Henry | Management | For | For | ||||||
1h. | Election of Director: S. Leslie Ireland | Management | For | For | ||||||
1i. | Election of Director: Renée J. James | Management | For | For | ||||||
1j. | Election of Director: Gary M. Reiner | Management | For | For | ||||||
1k. | Election of Director: Diana L. Taylor | Management | For | For | ||||||
1l. | Election of Director: James S. Turley | Management | For | For | ||||||
2. | Proposal to ratify the selection of KPMG LLP as Citi’s independent registered public accountants for 2022. | Management | For | For | ||||||
3. | Advisory vote to approve our 2021 Executive Compensation. | Management | For | For | ||||||
4. | Approval of additional shares for the Citigroup 2019 Stock Incentive Plan. | Management | For | For | ||||||
5. | Stockholder proposal requesting a Management Pay Clawback policy. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting an Independent Board Chairman. | Shareholder | Against | For | ||||||
7. | Stockholder Proposal requesting a report on the effectiveness of Citi’s policies and practices in respecting Indigenous Peoples’ rights in Citi’s existing and proposed financing. | Shareholder | Against | For | ||||||
8. | Stockholder Proposal requesting that the Board adopt a policy to end new fossil fuel financing. | Shareholder | Against | For | ||||||
9. | Stockholder proposal requesting a non-discrimination audit analyzing the Company’s impacts on civil rights and non- discrimination for all Americans. | Shareholder | Against | For |
KINDER MORGAN, INC. | ||||||||
Security | 49456B101 | Meeting Type | Annual | |||||
Ticker Symbol | KMI | Meeting Date | 11-May-2022 | |||||
ISIN | US49456B1017 | Agenda | 935579574 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director for a one year term expiring in 2023: Richard D. Kinder | Management | For | For | ||||||
1B. | Election of Director for a one year term expiring in 2023: Steven J. Kean | Management | For | For | ||||||
1C. | Election of Director for a one year term expiring in 2023: Kimberly A. Dang | Management | For | For | ||||||
1D. | Election of Director for a one year term expiring in 2023: Ted A. Gardner | Management | For | For | ||||||
1E. | Election of Director for a one year term expiring in 2023: Anthony W. Hall, Jr. | Management | For | For | ||||||
1F. | Election of Director for a one year term expiring in 2023: Gary L. Hultquist | Management | For | For | ||||||
1G. | Election of Director for a one year term expiring in 2023: Ronald L. Kuehn, Jr. | Management | For | For | ||||||
1H. | Election of Director for a one year term expiring in 2023: Deborah A. Macdonald | Management | For | For | ||||||
1I. | Election of Director for a one year term expiring in 2023: Michael C. Morgan | Management | For | For | ||||||
1J. | Election of Director for a one year term expiring in 2023: Arthur C. Reichstetter | Management | For | For | ||||||
1K. | Election of Director for a one year term expiring in 2023: C. Park Shaper | Management | For | For | ||||||
1L. | Election of Director for a one year term expiring in 2023: William A. Smith | Management | For | For | ||||||
1M. | Election of Director for a one year term expiring in 2023: Joel V. Staff | Management | For | For | ||||||
1N. | Election of Director for a one year term expiring in 2023: Robert F. Vagt | Management | For | For | ||||||
1O. | Election of Director for a one year term expiring in 2023: Perry M. Waughtal | Management | For | For | ||||||
2. | Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2022. | Management | For | For | ||||||
3. | Approval, on an advisory basis, of the compensation of our named executive officers, as disclosed in the Proxy Statement. | Management | For | For |
INTEL CORPORATION | ||||||||
Security | 458140100 | Meeting Type | Annual | |||||
Ticker Symbol | INTC | Meeting Date | 12-May-2022 | |||||
ISIN | US4581401001 | Agenda | 935577013 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director: Patrick P. Gelsinger | Management | For | For | ||||||
1B. | Election of Director: James J. Goetz | Management | For | For | ||||||
1C. | Election of Director: Andrea J. Goldsmith | Management | For | For | ||||||
1D. | Election of Director: Alyssa H. Henry | Management | For | For | ||||||
1E. | Election of Director: Omar Ishrak | Management | For | For | ||||||
1F. | Election of Director: Risa Lavizzo-Mourey | Management | For | For | ||||||
1G. | Election of Director: Tsu-Jae King Liu | Management | For | For | ||||||
1H. | Election of Director: Gregory D. Smith | Management | For | For | ||||||
1I. | Election of Director: Dion J. Weisler | Management | For | For | ||||||
1J. | Election of Director: Frank D. Yeary | Management | For | For | ||||||
2. | Ratification of selection of Ernst & Young LLP as our independent registered public accounting firm for 2022. | Management | For | For | ||||||
3. | Advisory vote to approve executive compensation of our listed officers. | Management | For | For | ||||||
4. | Approval of amendment and restatement of the 2006 Equity Incentive Plan. | Management | For | For | ||||||
5. | Stockholder proposal requesting amendment to the company’s stockholder special meeting right, if properly presented at the meeting. | Shareholder | Against | For | ||||||
6. | Stockholder proposal requesting a third-party audit and report on whether written policies or unwritten norms at the company reinforce racism in company culture, if properly presented at the meeting. | Shareholder | Against | For |
THE ST. JOE COMPANY | ||||||||
Security | 790148100 | Meeting Type | Annual | |||||
Ticker Symbol | JOE | Meeting Date | 17-May-2022 | |||||
ISIN | US7901481009 | Agenda | 935592611 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
1A. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Cesar L. Alvarez | Management | For | For | ||||||
1B. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Bruce R. Berkowitz | Management | For | For | ||||||
1C. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Howard S. Frank | Management | For | For | ||||||
1D. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Jorge L. Gonzalez | Management | For | For | ||||||
1E. | Election of Director for a one-year term of expiring at the 2023 Annual Meeting: Thomas P. Murphy, Jr. | Management | For | For | ||||||
2. | Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. | Management | For | For | ||||||
3. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For |
IMPERIAL METALS CORP | ||||||||
Security | 452892102 | Meeting Type | Annual General Meeting | |||||
Ticker Symbol | III CN | Meeting Date | 25-May-2022 | |||||
ISIN | CA4528921022 | Agenda | 715480466 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
CMMT | PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’-ONLY FOR RESOLUTIONS 3 AND ‘IN FAVOR’ OR ‘ABSTAIN’ ONLY FOR RESOLUTION-NUMBERS 1.1 TO 1.7 AND 2. THANK YOU | Non-Voting | ||||||||
1.1 | ELECTION OF DIRECTOR: CAROLYN D. ANGLIN | Management | For | For | ||||||
1.2 | ELECTION OF DIRECTOR: J. BRIAN KYNOCH | Management | For | For | ||||||
1.3 | ELECTION OF DIRECTOR: PIERRE LEBEL | Management | For | For | ||||||
1.4 | ELECTION OF DIRECTOR: LARRY G. MOELLER | Management | For | For | ||||||
1.5 | ELECTION OF DIRECTOR: JANINE NORTH | Management | For | For | ||||||
1.6 | ELECTION OF DIRECTOR: JAMES P. VEITCH | Management | For | For | ||||||
1.7 | ELECTION OF DIRECTOR: EDWARD A. YURKOWSKI | Management | For | For | ||||||
2 | APPOINTMENT OF DELOITTE LLP AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION | Management | For | For | ||||||
3 | TO APPROVE ALL UNALLOCATED STOCK OPTIONS UNDER THE COMPANY’S AMENDED AND RESTATED STOCK OPTION PLAN (2007) | Management | For | For |
IMPERIAL METALS CORPORATION | ||||||||
Security | 452892102 | Meeting Type | Annual | |||||
Ticker Symbol | III CN | Meeting Date | 25-May-2022 | |||||
ISIN | CA4528921022 | Agenda | 935614190 - Management |
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
1 | DIRECTOR | Management | ||||||||||
1 | Carolyn D. Anglin | For | For | |||||||||
2 | J. Brian Kynoch | For | For | |||||||||
3 | Pierre Lebel | For | For | |||||||||
4 | Larry G. Moeller | For | For | |||||||||
5 | Janine North | For | For | |||||||||
6 | James P. Veitch | For | For | |||||||||
7 | Edward A. Yurkowski | For | For | |||||||||
2 | Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. | Management | For | For | ||||||||
3 | To approve all unallocated stock options under the Company’s Amended and Restated Stock Option Plan (2007). | Management | For | For |
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 undersigned, thereunto duly authorized.
Registrant | Fairholme Funds, Inc. | |||
By (Signature and Title)* | /s/ Bruce R. Berkowitz | |||
Bruce R. Berkowitz, President | ||||
(principal executive officer) |
Date August 9, 2022
*Print the name and title of each signing officer under his or her signature.