UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-09815
THE ARBITRAGE FUNDS
(exact name of registrant as specified in charter)
41 Madison Avenue, 42nd Floor, New York, NY 10010
(Address of principal executive offices) (Zip code)
John S. Orrico
Water Island Capital, LLC
41 Madison Avenue
42nd Floor
New York, NY 10010
(Name and address of agent for service)
Registrant’s Telephone Number, including Area Code: 800-295-4485
Date of fiscal year end: May 31
Date of reporting period: July 1, 2017 - June 30, 2018
Item 1 — Proxy Voting Record.
THE ARBITRAGE FUND
Investment Company Report
BOOKER GROUP PLC
Security | G1450C109 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 05-Jul-2017 |
ISIN | GB00B01TND91 | Agenda | 708267996 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE THE AUDITED ANNUAL ACCOUNTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED 24 MARCH 2017 |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE DIRECTORS’ REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 24 MARCH 2017 |
| Management |
| For |
| For |
|
3 |
| TO APPROVE THE DIRECTORS’ REMUNERATION POLICY |
| Management |
| For |
| For |
|
4 |
| TO DECLARE A FINAL DIVIDEND FOR THE YEAR ENDED 24 MARCH 2017 OF 4.97 PENCE PER ORDINARY SHARE |
| Management |
| For |
| For |
|
5 |
| TO DECLARE A SPECIAL DIVIDEND OF 3.02 PENCE PER ORDINARY SHARE |
| Management |
| For |
| For |
|
6 |
| TO RE-ELECT STEWART GILLILAND AS A DIRECTOR |
| Management |
| For |
| For |
|
7 |
| TO RE-ELECT CHARLES WILSON AS A DIRECTOR |
| Management |
| For |
| For |
|
8 |
| TO RE-ELECT JONATHAN PRENTIS AS A DIRECTOR |
| Management |
| For |
| For |
|
9 |
| TO RE-ELECT GUY FARRANT AS A DIRECTOR |
| Management |
| For |
| For |
|
10 |
| TO RE-ELECT HELENA ANDREAS AS A DIRECTOR |
| Management |
| For |
| For |
|
11 |
| TO RE-ELECT ANDREW CRIPPS AS A DIRECTOR |
| Management |
| For |
| For |
|
12 |
| TO RE-ELECT GARY HUGHES AS A DIRECTOR |
| Management |
| For |
| For |
|
13 |
| TO RE-ELECT KAREN JONES AS A DIRECTOR |
| Management |
| For |
| For |
|
14 |
| TO RE-APPOINT KPMG LLP AS AUDITORS TO THE COMPANY |
| Management |
| For |
| For |
|
15 |
| TO AUTHORISE THE AUDIT COMMITTEE (FOR AND ON BEHALF OF THE BOARD) TO DETERMINE THE FEES PAID TO THE AUDITORS TO THE COMPANY |
| Management |
| For |
| For |
|
16 |
| THAT THE DIRECTORS BE AUTHORISED TO ALLOT SHARES |
| Management |
| For |
| For |
|
17 |
| THAT THE DIRECTORS BE GIVEN POWER TO DISAPPLY PRE-EMPTION RIGHTS |
| Management |
| For |
| For |
|
18 |
| THAT THE COMPANY BE GENERALLY AND UNCONDITIONALLY AUTHORISED TO MAKE ONE OR MORE MARKET PURCHASES OF ITS OWN SHARES |
| Management |
| For |
| For |
|
19 |
| THAT A GENERAL MEETING OF THE COMPANY OTHER THAN AN ANNUAL GENERAL MEETING MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS’ NOTICE |
| Management |
| For |
| For |
|
PANERA BREAD COMPANY
Security | 69840W108 | Meeting Type | Special |
Ticker Symbol | PNRA | Meeting Date | 11-Jul-2017 |
ISIN | US69840W1080 | Agenda | 934645029 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 4, 2017, BY AND AMONG PANERA BREAD COMPANY, JAB HOLDINGS B.V., RYE PARENT CORP., AND RYE MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION ARRANGEMENTS FOR THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
VERESEN INC.
Security | 92340R106 | Meeting Type | Special |
Ticker Symbol | FCGYF | Meeting Date | 11-Jul-2017 |
ISIN | CA92340R1064 | Agenda | 934649433 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| A SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET FORTH IN APPENDIX A TO THE MANAGEMENT INFORMATION CIRCULAR OF VERESEN DATED JUNE 5, 2017 (THE “INFORMATION CIRCULAR”), APPROVING A PLAN OF ARRANGEMENT UNDER SECTION 193 OF THE BUSINESS CORPORATIONS ACT (ALBERTA) INVOLVING VERESEN, COMMON SHAREHOLDERS, HOLDERS OF CUMULATIVE REDEEMABLE PREFERRED SHARES, SERIES A, B, C, D, E AND F, OF VERESEN AND PEMBINA PIPELINE CORPORATION, AS MORE PARTICULARLY DESCRIBED IN THE INFORMATION CIRCULAR. |
| Management |
| For |
| For |
|
FORTRESS INVESTMENT GROUP LLC
Security | 34958B106 | Meeting Type | Special |
Ticker Symbol | FIG | Meeting Date | 12-Jul-2017 |
ISIN | US34958B1061 | Agenda | 934649457 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| THE PROPOSAL TO ADOPT THE MERGER AGREEMENT, THEREBY APPROVING THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT AND THE MERGER. |
| Management |
| For |
| For |
|
2. |
| THE PROPOSAL TO APPROVE ANY POSTPONEMENTS OF THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IF THERE ARE HOLDERS OF AN INSUFFICIENT NUMBER OF CLASS A SHARES AND CLASS B SHARES PRESENT OR REPRESENTED BY PROXY AT THE SPECIAL MEETING TO CONSTITUTE A QUORUM AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| THE PROPOSAL TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY THE COMPANY TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
VWR CORPORATION
Security | 91843L103 | Meeting Type | Special |
Ticker Symbol | VWR | Meeting Date | 13-Jul-2017 |
ISIN | US91843L1035 | Agenda | 934651375 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), DATED AS OF MAY 4, 2016, BY AND AMONG AVANTOR, INC., VAIL ACQUISITION CORP AND VWR CORPORATION. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY AND NON-BINDING BASIS, SPECIFIED COMPENSATION THAT MAY BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF VWR CORPORATION IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY AND TO THE EXTENT PERMITTED BY THE MERGER AGREEMENT, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
ONEBEACON INSURANCE GROUP, LTD.
Security | G67742109 | Meeting Type | Special |
Ticker Symbol | OB | Meeting Date | 18-Jul-2017 |
ISIN | BMG677421098 | Agenda | 934649469 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 2, 2017, BY AND AMONG ONEBEACON INSURANCE GROUP, LTD., INTACT FINANCIAL CORPORATION, INTACT BERMUDA HOLDINGS LTD. AND INTACT ACQUISITION CO. LTD., THE MERGER OF INTACT ACQUISITION CO. LTD. INTO ONEBEACON INSURANCE GROUP, LTD., ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF ONEBEACON INSURANCE GROUP, LTD. THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER, AND THE AGREEMENTS OR UNDERSTANDINGS PURSUANT TO WHICH SUCH COMPENSATION MAY BE PAID OR BECOME PAYABLE. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL GENERAL MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL GENERAL MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF TO APPROVE PROPOSAL 1 ABOVE. |
| Management |
| For |
| For |
|
SANDVINE CORPORATION
Security | 800213100 | Meeting Type | Special |
Ticker Symbol | SNVNF | Meeting Date | 18-Jul-2017 |
ISIN | CA8002131008 | Agenda | 934653228 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| TO CONSIDER AND, IF DEEMED TO BE ADVISABLE, TO PASS, WITH OR WITHOUT VARIATION, A SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET OUT IN APPENDIX “A” TO THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR, TO APPROVE A STATUTORY PLAN OF ARRANGEMENT PURSUANT TO SECTION 182 OF THE BUSINESS CORPORATIONS ACT (ONTARIO). |
| Management |
| Against |
| Against |
|
REYNOLDS AMERICAN INC.
Security | 761713106 | Meeting Type | Special |
Ticker Symbol | RAI | Meeting Date | 19-Jul-2017 |
ISIN | US7617131062 | Agenda | 934651414 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JANUARY 16, 2017, AS IT AND THE PLAN OF MERGER CONTAINED THEREIN WERE AMENDED AS OF JUNE 8, 2017, AND AS IT AND THE PLAN OF MERGER CONTAINED THEREIN MAY BE FURTHER AMENDED FROM TIME TO TIME, REFERRED TO AS THE MERGER AGREEMENT, BY AND AMONG REYNOLDS AMERICAN INC., REFERRED TO AS RAI, BRITISH AMERICAN TOBACCO P.L.C., A PUBLIC LIMITED COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES, REFERRED TO AS BAT, ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| APPROVAL ON A NON-BINDING, ADVISORY BASIS, OF THE COMPENSATION PAYMENTS THAT WILL OR MAY BE PAID BY RAI OR BAT TO RAI’S NAMED EXECUTIVE OFFICERS AND THAT ARE BASED ON OR OTHERWISE RELATE TO THE MERGER AND THE AGREEMENTS AND UNDERSTANDINGS PURSUANT TO WHICH SUCH COMPENSATION MAY BE PAID OR BECOME PAYABLE. |
| Management |
| For |
| For |
|
3. |
| APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING OF RAI SHAREHOLDERS, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
AKORN, INC.
Security | 009728106 | Meeting Type | Special |
Ticker Symbol | AKRX | Meeting Date | 19-Jul-2017 |
ISIN | US0097281069 | Agenda | 934651969 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 24, 2017, BY AND AMONG FRESENIUS KABI AG, QUERCUS ACQUISITION, INC., AKORN, INC. AND, SOLELY FOR PURPOSES OF ARTICLE VIII THEREIN, FRESENIUS SE & CO. KGAA. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, THE COMPENSATION THAT MAY BE PAID OR MAY BECOME PAYABLE TO AKORN, INC.’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH, OR FOLLOWING, THE CONSUMMATION OF THE MERGER CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
KCG HOLDINGS, INC.
Security | 48244B100 | Meeting Type | Special |
Ticker Symbol | KCG | Meeting Date | 19-Jul-2017 |
ISIN | US48244B1008 | Agenda | 934656488 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 20, 2017, BY AND AMONG KCG HOLDINGS, INC. (THE “COMPANY”), VIRTU FINANCIAL, INC. AND ORCHESTRA MERGER SUB, INC. (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| A PROPOSAL TO AUTHORIZE THE MERGER OF ORCHESTRA MERGER SUB, INC. INTO THE COMPANY FOR PURPOSES OF SECTION 203 OF THE DELAWARE GENERAL CORPORATION LAW. |
| Management |
| For |
| For |
|
3. |
| A PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT CERTAIN EXECUTIVE OFFICERS OF THE COMPANY MAY RECEIVE IN CONNECTION WITH THE MERGER OF ORCHESTRA MERGER SUB, INC. INTO THE COMPANY PURSUANT TO AGREEMENTS OR ARRANGEMENTS WITH THE COMPANY. |
| Management |
| For |
| For |
|
4. |
| A PROPOSAL TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING ADJOURNMENTS TO PERMIT FURTHER SOLICITATION OF PROXIES IN FAVOR OF THE PROPOSAL TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
GLOBAL SOURCES LTD.
Security | G39300101 | Meeting Type | Special |
Ticker Symbol | GSOL | Meeting Date | 24-Jul-2017 |
ISIN | BMG393001018 | Agenda | 934653848 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| BYE-LAWS PROPOSAL: TO APPROVE AMENDMENT OF BYE-LAW 152 OF THE EXISTING BYE-LAWS OF GLOBAL SOURCES LTD. (THE “COMPANY”) BY REPLACING THE EXISTING BYE-LAW 152 WITH THE FOLLOWING NEW BYE-LAW 152 (THE “BYE-LAWS AMENDMENT”). ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| AMALGAMATION PROPOSAL: TO APPROVE (I) THE AMALGAMATION (THE “AMALGAMATION”) OF THE COMPANY AND EXPO HOLDINGS II LTD. (“AMALGAMATION SUB”) WITH THE AMALGAMATED COMPANY RESULTING FROM THE AMALGAMATION CONTINUING AS A BERMUDA EXEMPTED COMPANY LIMITED BY SHARES AND BECOMING A WHOLLY-OWNED SUBSIDIARY OF ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| ADJOURNMENT PROPOSAL: TO APPROVE AN ADJOURNMENT OF THE SPECIAL GENERAL MEETING AS THE CHAIRMAN OF THE SPECIAL GENERAL MEETING DETERMINES IN ACCORDANCE WITH THE BYE-LAWS OF THE COMPANY IN ORDER FOR THE COMPANY TO TAKE SUCH ACTIONS AS THE BOARD OF DIRECTORS OF THE COMPANY MAY DETERMINE AS ARE NECESSARY OR ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
COVISINT CORPORATION
Security | 22357R103 | Meeting Type | Special |
Ticker Symbol | COVS | Meeting Date | 25-Jul-2017 |
ISIN | US22357R1032 | Agenda | 934655311 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), DATED AS OF JUNE 5, 2017, AMONG COVISINT CORPORATION, A MICHIGAN CORPORATION, OPENTEXT CORPORATION, A CANADIAN CORPORATION (“OPENTEXT”) AND CYPRESS MERGER SUB, INC., A MICHIGAN CORPORATION AND WHOLLY OWNED SUBSIDIARY OF OPENTEXT. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
WEST CORPORATION
Security | 952355204 | Meeting Type | Special |
Ticker Symbol | WSTC | Meeting Date | 26-Jul-2017 |
ISIN | US9523552043 | Agenda | 934655727 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 9, 2017 AND AS MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”), BY AND AMONG MOUNT OLYMPUS HOLDINGS, INC., A DELAWARE CORPORATION (“PARENT”), OLYMPUS MERGER SUB, INC., A DELAWARE CORPORATION AND WHOLLY-OWNED SUBSIDIARY OF PARENT, AND WEST CORPORATION, A DELAWARE CORPORATION (“WEST”). |
| Management |
| For |
| For |
|
2. |
| THE PROPOSAL TO APPROVE, BY A NON-BINDING ADVISORY VOTE, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO WEST’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR TIME IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO ADOPT THE MERGER AGREEMENT IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
TEMBEC INC.
Security | 87974D100 | Meeting Type | Special |
Ticker Symbol | TMBCF | Meeting Date | 27-Jul-2017 |
ISIN | CA87974D1006 | Agenda | 934656375 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| A SPECIAL RESOLUTION (THE “ARRANGEMENT RESOLUTION”), THE FULL TEXT OF WHICH IS SET FORTH IN APPENDIX C TO THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR OF THE CORPORATION DATED JUNE 13, 2017 (THE “CIRCULAR”), APPROVING AN ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT, AS AMENDED, ALL AS MORE PARTICULARLY DESCRIBED IN THE CIRCULAR. |
| Management |
| For |
| For |
|
PROGRAMMED MAINTENANCE SERVICES LIMITED
Security | Q7762R105 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 28-Jul-2017 |
ISIN | AU000000PRG2 | Agenda | 708293167 - Management |
Item |
| Proposal |
| Proposed | �� | Vote |
| For/Against |
|
CMMT |
| VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSALS 1, 3 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 |
|
|
|
|
|
1 |
| ADOPTION OF REMUNERATION REPORT |
| Management |
| For |
| For |
|
2 |
| RE-ELECTION OF EMMA STEIN AS A DIRECTOR |
| Management |
| For |
| For |
|
3 |
| GRANT OF PERFORMANCE RIGHTS TO THE MANAGING DIRECTOR AND ISSUE OF SHARES ON VESTING OF THOSE PERFORMANCE RIGHTS |
| Management |
| For |
| For |
|
GLOBAL LOGISTIC PROPERTIES LTD, SINGAPORE
Security | Y27187106 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 28-Jul-2017 |
ISIN | SG2C26962630 | Agenda | 708308223 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE AND ADOPT THE DIRECTORS’ STATEMENT, AUDITED FINANCIAL STATEMENTS AND AUDITOR’S REPORT FOR THE FINANCIAL YEAR ENDED 31 MARCH 2017 |
| Management |
| For |
| For |
|
2 |
| TO DECLARE A FINAL ONE-TIER TAX-EXEMPT DIVIDEND OF SGD 0.06 PER ORDINARY SHARE FOR THE FINANCIAL YEAR ENDED 31 MARCH 2017. (FOR ADDITIONAL DETAILS ON DIVIDEND POLICY, SEE EXPLANATORY NOTE 1) |
| Management |
| For |
| For |
|
3.A |
| TO RE-ELECT THE FOLLOWING DIRECTOR, EACH OF WHOM WILL RETIRE BY ROTATION PURSUANT TO ARTICLE 94 OF THE CONSTITUTION OF THE COMPANY AND WHO, BEING ELIGIBLE, OFFER HIMSELF FOR RE-ELECTION: DR. DIPAK CHAND JAIN |
| Management |
| For |
| For |
|
3.B |
| TO RE-ELECT THE FOLLOWING DIRECTOR, EACH OF WHOM WILL RETIRE BY ROTATION PURSUANT TO ARTICLE 94 OF THE CONSTITUTION OF THE COMPANY AND WHO, BEING ELIGIBLE, OFFER HIMSELF FOR RE-ELECTION: MR. LIM SWE GUAN |
| Management |
| For |
| For |
|
3.C |
| TO RE-ELECT THE FOLLOWING DIRECTOR, EACH OF WHOM WILL RETIRE BY ROTATION PURSUANT TO ARTICLE 94 OF THE CONSTITUTION OF THE COMPANY AND WHO, BEING ELIGIBLE, OFFER HIMSELF FOR RE-ELECTION: MR. MING Z. MEI |
| Management |
| For |
| For |
|
3.D |
| TO RE-ELECT THE FOLLOWING DIRECTOR, EACH OF WHOM WILL RETIRE BY ROTATION PURSUANT TO ARTICLE 94 OF THE CONSTITUTION OF THE COMPANY AND WHO, BEING ELIGIBLE, OFFER HIMSELF FOR RE-ELECTION: MR. THAM KUI SENG |
| Management |
| For |
| For |
|
4 |
| TO APPROVE DIRECTORS’ FEES OF USD 2,900,000 FOR THE FINANCIAL YEAR ENDING 31 MARCH 2018. (2017: USD 2,700,000) |
| Management |
| For |
| For |
|
5 |
| TO RE-APPOINT MESSRS. KPMG LLP AS THE COMPANY’S AUDITOR AND TO AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION |
| Management |
| For |
| For |
|
6 |
| AUTHORITY TO ISSUE SHARES |
| Management |
| For |
| For |
|
7 |
| AUTHORITY TO ISSUE SHARES UNDER THE GLP PERFORMANCE SHARE PLAN AND THE GLP RESTRICTED SHARE PLAN |
| Management |
| For |
| For |
|
8 |
| PROPOSED RENEWAL OF THE SHARE PURCHASE MANDATE |
| Management |
| For |
| For |
|
CMMT |
| 19 JUN 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF THE-TEXT OF RESOLUTION 4. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT-VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
XACTLY CORPORATION
Security | 98386L101 | Meeting Type | Special |
Ticker Symbol | XTLY | Meeting Date | 28-Jul-2017 |
ISIN | US98386L1017 | Agenda | 934656793 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 29, 2017, AS AMENDED ON JUNE 20, 2017, BY AND AMONG EXCALIBUR PARENT, LLC, EXCALIBUR MERGER SUB, INC. AND XACTLY CORPORATION, AS IT MAY BE AMENDED FROM TIME TO TIME. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE THE ADOPTION OF ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
PATHEON N.V.
Security | N6865W105 | Meeting Type | Special |
Ticker Symbol | PTHN | Meeting Date | 02-Aug-2017 |
ISIN | NL0011970280 | Agenda | 934656414 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: SETH H. HOOGASIAN AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1B. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: ANTHONY H. SMITH AS EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1C. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: PATRICK M. DURBIN AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1D. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: JOHN SOS AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1E. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: SHIRAZ LADIWALA AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
2. |
| CONDITIONAL GRANTING OF FULL AND FINAL DISCHARGE TO EACH MEMBER ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| CONDITIONAL APPROVAL OF THE SALE, TRANSFER AND ASSUMPTION OF THE BUSINESS OF THE COMPANY, INCLUDING SUBSTANTIALLY ALL OF THE ASSETS AND LIABILITIES OF THE COMPANY, TO OR BY THERMO FISHER (CN) LUXEMBOURG S.A R.L. (OR AN AFFILIATE THEREOF) (AGENDA ITEM 5). |
| Management |
| For |
| For |
|
4. |
| CONDITIONAL RESOLUTION TO (1) DISSOLVE THE COMPANY IN ACCORDANCE WITH ARTICLE 2:19 OF THE DUTCH CIVIL CODE, (2) APPOINT STICHTING VEREFFENAAR PATHEON AS THE LIQUIDATOR OF THE COMPANY, (3) APPOINT PATHEON HOLDINGS B.V. AS THE CUSTODIAN OF ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
5. |
| CONDITIONAL RESOLUTION TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION AND TO CONVERT THE LEGAL FORM OF THE COMPANY INTO A PRIVATE COMPANY WITH LIMITED LIABILITY (AGENDA ITEM 7). |
| Management |
| For |
| For |
|
6. |
| TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION THAT MAY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
STRAIGHT PATH COMMUNICATIONS, INC
Security | 862578101 | Meeting Type | Special |
Ticker Symbol | STRP | Meeting Date | 02-Aug-2017 |
ISIN | US8625781013 | Agenda | 934657618 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 11, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”), BY AND AMONG STRAIGHT PATH COMMUNICATIONS INC., VERIZON COMMUNICATIONS INC. AND WAVES MERGER SUB I, INC. |
| Management |
| Abstain |
| Against |
|
2. |
| APPROVE, ON A NON-BINDING, ADVISORY BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO STRAIGHT PATH COMMUNICATIONS INC.’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER AND THE AGREEMENTS AND UNDERSTANDINGS PURSUANT TO WHICH SUCH COMPENSATION MAY BE PAID OR BECOME PAYABLE. |
| Management |
| Abstain |
| Against |
|
3. |
| APPROVE ADJOURNMENTS 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 ADOPT THE MERGER AGREEMENT OR IF A QUORUM IS NOT PRESENT AT THE SPECIAL MEETING. |
| Management |
| Abstain |
| Against |
|
PATHEON N.V.
Security | N6865W105 | Meeting Type | Special |
Ticker Symbol | PTHN | Meeting Date | 02-Aug-2017 |
ISIN | NL0011970280 | Agenda | 934658329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: SETH H. HOOGASIAN AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1B. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: ANTHONY H. SMITH AS EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1C. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: PATRICK M. DURBIN AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1D. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: JOHN SOS AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
1E. |
| THE CONDITIONAL APPOINTMENT TO OUR BOARD: SHIRAZ LADIWALA AS NON-EXECUTIVE DIRECTOR |
| Management |
| For |
| For |
|
2. |
| CONDITIONAL GRANTING OF FULL AND FINAL DISCHARGE TO EACH MEMBER ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| CONDITIONAL APPROVAL OF THE SALE, TRANSFER AND ASSUMPTION OF THE BUSINESS OF THE COMPANY, INCLUDING SUBSTANTIALLY ALL OF THE ASSETS AND LIABILITIES OF THE COMPANY, TO OR BY THERMO FISHER (CN) LUXEMBOURG S.A R.L. (OR AN AFFILIATE THEREOF) (AGENDA ITEM 5). |
| Management |
| For |
| For |
|
4. |
| CONDITIONAL RESOLUTION TO (1) DISSOLVE THE COMPANY IN ACCORDANCE WITH ARTICLE 2:19 OF THE DUTCH CIVIL CODE, (2) APPOINT STICHTING VEREFFENAAR PATHEON AS THE LIQUIDATOR OF THE COMPANY, (3) APPOINT PATHEON HOLDINGS B.V. AS THE CUSTODIAN OF ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
5. |
| CONDITIONAL RESOLUTION TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION AND TO CONVERT THE LEGAL FORM OF THE COMPANY INTO A PRIVATE COMPANY WITH LIMITED LIABILITY (AGENDA ITEM 7). |
| Management |
| For |
| For |
|
6. |
| TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION THAT MAY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
NOVADAQ TECHNOLOGIES INC.
Security | 66987G102 | Meeting Type | Special |
Ticker Symbol | NVDQ | Meeting Date | 04-Aug-2017 |
ISIN | CA66987G1028 | Agenda | 934659129 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| THE SPECIAL RESOLUTION SET FORTH IN APPENDIX “B” TO THE MANAGEMENT INFORMATION CIRCULAR OF NOVADAQ TECHNOLOGIES INC. (THE “COMPANY”) DATED JULY 6, 2017 TO APPROVE A PLAN OF ARRANGEMENT PURSUANT SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING, AMONG OTHERS, THE COMPANY, STRYKER CORPORATION AND STRYKER CANADA OPERATIONS ULC, AS IT MAY BE AMENDED BY THE COMPANY (THE “ARRANGEMENT RESOLUTION”). |
| Management |
| For |
| For |
|
C. R. BARD, INC.
Security | 067383109 | Meeting Type | Special |
Ticker Symbol | BCR | Meeting Date | 08-Aug-2017 |
ISIN | US0673831097 | Agenda | 934656363 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 23, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”), BY AND AMONG C. R. BARD, INC., A NEW JERSEY CORPORATION (THE “COMPANY”), BECTON, DICKINSON AND COMPANY, A NEW JERSEY CORPORATION, AND LAMBDA CORP., A NEW JERSEY CORPORATION AND WHOLLY OWNED SUBSIDIARY OF BECTON, DICKINSON AND COMPANY. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE BY ADVISORY (NON-BINDING) VOTE, CERTAIN COMPENSATION ARRANGEMENTS FOR THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| TO 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 MERGER AGREEMENT. |
| Management |
| For |
| For |
|
FELCOR LODGING TRUST INCORPORATED
Security | 31430F101 | Meeting Type | Special |
Ticker Symbol | FCH | Meeting Date | 15-Aug-2017 |
ISIN | US31430F1012 | Agenda | 934661629 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO CONSIDER AND VOTE ON A PROPOSAL (THE “REIT MERGER PROPOSAL”) TO APPROVE THE MERGER OF FELCOR LODGING TRUST INCORPORATED (“FELCOR”) WITH AND INTO AN AFFILIATE OF RLJ LODGING TRUST (THE “MERGER”) PURSUANT TO THAT CERTAIN AGREEMENT AND PLAN OF MERGER ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| TO CONSIDER AND VOTE ON A NON-BINDING ADVISORY PROPOSAL TO APPROVE COMPENSATION ARRANGEMENTS FOR CERTAIN FELCOR EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER (THE “FELCOR COMPENSATION PROPOSAL”). |
| Management |
| For |
| For |
|
3. |
| TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE FELCOR SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, FOR THE PURPOSE OF SOLICITING ADDITIONAL VOTES FOR THE APPROVAL OF THE REIT MERGER PROPOSAL (THE “FELCOR ADJOURNMENT PROPOSAL”). |
| Management |
| For |
| For |
|
ALBANY MOLECULAR RESEARCH, INC.
Security | 012423109 | Meeting Type | Special |
Ticker Symbol | AMRI | Meeting Date | 18-Aug-2017 |
ISIN | US0124231095 | Agenda | 934660843 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 5, 2017, BY AND AMONG ALBANY MOLECULAR RESEARCH, INC. (“AMRI”), UIC PARENT CORPORATION AND UIC MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| PROPOSAL TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, SPECIFIED COMPENSATION THAT MAY BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF AMRI IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| PROPOSAL TO APPROVE 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 THE PROPOSAL TO ADOPT THE MERGER AGREEMENT AND APPROVE THE TRANSACTIONS CONTEMPLATED THEREBY. |
| Management |
| For |
| For |
|
NUTRACEUTICAL INTERNATIONAL CORPORATION
Security | 67060Y101 | Meeting Type | Special |
Ticker Symbol | NUTR | Meeting Date | 21-Aug-2017 |
ISIN | US67060Y1010 | Agenda | 934663229 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 21, 2017 AND AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG NUTRITION PARENT, LLC, A DELAWARE LIMITED LIABILITY COMPANY, NUTRITION SUB, INC., A DELAWARE CORPORATION AND A WHOLLY OWNED SUSIDIARY OF PARENT, AND NUTRACEUTICAL INTERNATIONAL CORPORATION, A DELAWARE CORPORATION. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE THE COMPENSATION THAT MAY BE PAID OR MAY BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH, OR FOLLOWING, THE CONSUMMATION OF THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE AS DETERMINED BY THE COMPANY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF TO APPROVE THE MERGER PROPOSAL. |
| Management |
| For |
| For |
|
WHOLE FOODS MARKET, INC.
Security | 966837106 | Meeting Type | Special |
Ticker Symbol | WFM | Meeting Date | 23-Aug-2017 |
ISIN | US9668371068 | Agenda | 934662328 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF MERGER (THE “MERGER AGREEMENT”), DATED AS OF JUNE 15, 2017, BY AND AMONG AMAZON.COM, INC., WALNUT MERGER SUB, INC. (“MERGER SUB”) AND WHOLE FOODS MARKET, INC. (THE “COMPANY”), PURSUANT TO WHICH MERGER SUB WILL MERGE WITH AND INTO THE COMPANY (THE “MERGER”), WITH THE COMPANY SURVIVING THE MERGER. |
| Management |
| For |
| For |
|
2. |
| PROPOSAL TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY’S AMENDED AND RESTATED ARTICLES OF INCORPORATION TO SET THE NUMBER OF AUTHORIZED SHARES OF THE COMPANY’S COMMON STOCK AT 600 MILLION. |
| Management |
| For |
| For |
|
4. |
| PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO APPROVE THE MERGER AGREEMENT OR IN THE ABSENCE OF A QUORUM. |
| Management |
| For |
| For |
|
ARI NETWORK SERVICES, INC.
Security | 001930205 | Meeting Type | Special |
Ticker Symbol | ARIS | Meeting Date | 28-Aug-2017 |
ISIN | US0019302050 | Agenda | 934664992 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 20, 2017, BY AND AMONG EXPEDITION HOLDINGS LLC, EXPEDITION MERGER SUB, INC. AND ARI NETWORK SERVICES, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE THE ADOPTION OF ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO APPROVE AND ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY ARI NETWORK SERVICES, INC. TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
NOVAE GROUP PLC
Security | G66819148 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 29-Aug-2017 |
ISIN | GB00B40SF849 | Agenda | 708438468 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
1 |
| TO CONSIDER AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE “SCHEME”) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS |
| Management |
| For |
| For |
|
CMMT |
| 07 AUG 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF THE-TEXT OF RESOLUTION 1. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT-VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
NOVAE GROUP PLC
Security | G66819148 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 29-Aug-2017 |
ISIN | GB00B40SF849 | Agenda | 708438470 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
STADA ARZNEIMITTEL AKTIENGESELLSCHAFT
Security | D7T913145 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE000A2GS5A4 | Agenda | 708433519 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
STADA ARZNEIMITTEL AG, BAD VILBEL
Security | D76226113 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE0007251803 | Agenda | 708433521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
| For |
| For |
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
| For |
| For |
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
| For |
| For |
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
| For |
| For |
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
| For |
| For |
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
| Abstain |
| For |
|
STADA ARZNEIMITTEL AG, BAD VILBEL
Security | D76226113 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE0007251803 | Agenda | 708433521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
STAPLES, INC.
Security | 855030102 | Meeting Type | Special |
Ticker Symbol | SPLS | Meeting Date | 06-Sep-2017 |
ISIN | US8550301027 | Agenda | 934666340 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 28, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG STAPLES, INC., ARCH PARENT INC., AND ARCH MERGER SUB INC. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NONBINDING ADVISORY BASIS, THE “GOLDEN PARACHUTE” COMPENSATION THAT MAY BE PAYABLE TO STAPLES, INC.’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS 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 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
SANDVINE CORPORATION
Security | 800213100 | Meeting Type | Special |
Ticker Symbol | SNVNF | Meeting Date | 07-Sep-2017 |
ISIN | CA8002131008 | Agenda | 934669221 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| TO PASS, WITH OR WITHOUT VARIATION, THE SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET OUT IN APPENDIX “A” TO THE MANAGEMENT INFORMATION CIRCULAR OF THE CORPORATION DATED AUGUST 8, 2017 (THE “CIRCULAR”), TO APPROVE A STATUTORY PLAN OF ARRANGEMENT PURSUANT TO SECTION 182 OF THE BUSINESS CORPORATIONS ACT (ONTARIO) WHEREBY, AMONG OTHER THINGS, PNI CANADA ACQUIRECO CORP. WILL ACQUIRE ALL THE COMMON SHARES OF THE CORPORATION FOR CASH CONSIDERATION OF C$4.40 PER SHARE, AS MORE PARTICULARLY DESCRIBED IN THE CIRCULAR. |
| Management |
| For |
| For |
|
WEST MARINE, INC.
Security | 954235107 | Meeting Type | Special |
Ticker Symbol | WMAR | Meeting Date | 12-Sep-2017 |
ISIN | US9542351070 | Agenda | 934669637 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPTION OF THE MERGER AGREEMENT. A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER DATED AS OF JUNE 29, 2017 (THE “MERGER AGREEMENT”), ENTERED INTO BY AND AMONG WEST MARINE, INC., A DELAWARE CORPORATION (THE “COMPANY”), RISING TIDE PARENT INC., A DELAWARE CORPORATION (“PARENT”), AND RISING TIDE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ADVISORY VOTE REGARDING MERGER-RELATED COMPENSATION. A PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER. |
| Management |
| For |
| For |
|
3. |
| ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING. A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THAT TIME TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
NEURODERM LTD
Security | M74231107 | Meeting Type | Special |
Ticker Symbol | NDRM | Meeting Date | 12-Sep-2017 |
ISIN | IL0011334955 | Agenda | 934672331 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE ACQUISITION OF THE COMPANY BY MTPC, INCLUDING THE APPROVAL OF: (I) THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 24, 2017, BY AND AMONG THE COMPANY, MTPC, AND MERGER SUB (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”); (II) THE MERGER OF MERGER SUB WITH AND INTO THE COMPANY (THE “MERGER”) ON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THE MERGER AGREEMENT AND IN ACCORDANCE WITH SECTIONS 314-327 OF THE ISRAELI COMPANIES LAW, ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
1A. |
| THE UNDERSIGNED CONFIRMS THAT HE, SHE OR IT IS NOT MTPC, MERGER SUB, ANY PERSON HOLDING AT LEAST 25% OF THE MEANS OF CONTROL OF EITHER OF THEM, ANYONE ACTING ON THEIR BEHALF, OR ANY FAMILY MEMBER OF, OR ENTITY CONTROLLED BY, ANY OF THE FOREGOING, INCLUDING THEIR AFFILIATES. IF YOU DO NOT VOTE ON THIS ITEM OR VOTE AGAINST THIS ITEM, YOUR VOTE WILL NOT BE COUNTED FOR PROPOSAL 1. FOR = I CERTIFY THAT I HAVE NO PERSONAL INTEREST FOR THIS PROPOSAL. AGAINST = I CERTIFY THAT I DO HAVE A PERSONAL INTEREST FOR THIS PROPOSAL. |
| Management |
| For |
|
|
|
VTTI ENERGY PARTNERS LP
Security | Y9384M101 | Meeting Type | Special |
Ticker Symbol | VTTI | Meeting Date | 13-Sep-2017 |
ISIN | MHY9384M1012 | Agenda | 934661237 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| THE MERGER PROPOSAL - TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED MAY 8, 2017 (THE “MERGER AGREEMENT”), BY AND AMONG VTTI ENERGY PARTNERS LP (“MLP”), VTTI ENERGY PARTNERS GP LLC, THE GENERAL PARTNER OF MLP, VTTI B.V. (“PARENT”), VTTI MLP PARTNERS B.V., A DIRECT WHOLLY OWNED SUBSIDIARY OF PARENT (“MLP PARTNERS”), AND VTTI MERGER SUB LLC, A DIRECT WHOLLY OWNED SUBSIDIARY OF MLP PARTNERS (“MERGER SUB”), AS SUCH AGREEMENT MAY BE AMENDED ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| THE ADJOURNMENT PROPOSAL - TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT AND APPROVE THE MERGER AGREEMENT AND APPROVE THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT, INCLUDING THE MERGER, AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
BANKRATE, INC.
Security | 06647F102 | Meeting Type | Special |
Ticker Symbol | RATE | Meeting Date | 13-Sep-2017 |
ISIN | US06647F1021 | Agenda | 934670161 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 2, 2017 (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), BY AND AMONG BANKRATE, INC., A DELAWARE CORPORATION (THE “COMPANY”), RED VENTURES HOLDCO, LP, A NORTH CAROLINA LIMITED PARTNERSHIP (“RED VENTURES”), AND BATON MERGER CORP., A DELAWARE CORPORATION AND AN INDIRECT WHOLLY OWNED SUBSIDIARY OF RED VENTURES (“MERGER SUB”), PURSUANT TO WHICH MERGER SUB WILL BE MERGED WITH AND INTO THE COMPANY (THE “MERGER”) |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER |
| Management |
| For |
| For |
|
3. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT OR IN THE ABSENCE OF A QUORUM. |
| Management |
| For |
| For |
|
MONOGRAM RESIDENTIAL TRUST, INC.
Security | 60979P105 | Meeting Type | Special |
Ticker Symbol | MORE | Meeting Date | 14-Sep-2017 |
ISIN | US60979P1057 | Agenda | 934668661 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE MERGER OF MONOGRAM RESIDENTIAL TRUST, INC. WITH AND INTO GS MONARCH ACQUISITION, LLC AND THE OTHER TRANSACTIONS CONTEMPLATED BY THAT CERTAIN AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 4, 2017 (AS MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), BY AND AMONG MONOGRAM RESIDENTIAL TRUST, INC., GS MONARCH PARENT, LLC, AND GS MONARCH ACQUISITION, LLC. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, SPECIFIED COMPENSATION THAT MAY BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF MONOGRAM RESIDENTIAL TRUST, INC. IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE 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 THE MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
CLUBCORP HOLDINGS, INC.
Security | 18948M108 | Meeting Type | Special |
Ticker Symbol | MYCC | Meeting Date | 15-Sep-2017 |
ISIN | US18948M1080 | Agenda | 934667291 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 9, 2017, AS IT MAY BE AMENDED OR MODIFIED FROM TIME TO TIME, AMONG CLUBCORP HOLDINGS, INC., CONSTELLATION CLUB PARENT, INC., AND CONSTELLATION MERGER SUB INC. (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, COMPENSATION THAT WILL BE PAID OR MAY BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF CLUBCORP HOLDINGS, INC. IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A PROPOSAL THAT WILL GIVE CLUBCORP HOLDINGS, INC. THE AUTHORITY TO ADJOURN THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE MERGER AGREEMENT IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE SUCH PROPOSAL. |
| Management |
| For |
| For |
|
PAREXEL INTERNATIONAL CORPORATION
Security | 699462107 | Meeting Type | Special |
Ticker Symbol | PRXL | Meeting Date | 15-Sep-2017 |
ISIN | US6994621075 | Agenda | 934669562 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 19, 2017, BY AND AMONG WEST STREET PARENT, LLC, WEST STREET MERGER SUB, INC. AND PAREXEL INTERNATIONAL CORPORATION, AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY PAREXEL INTERNATIONAL CORPORATION TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SHAREHOLDER MEETING, IF NECESSARY AND TO THE EXTENT PERMITTED BY THE MERGER AGREEMENT, TO SOLICIT ADDITIONAL PROXIES IF PAREXEL INTERNATIONAL CORPORATION HAS NOT OBTAINED SUFFICIENT AFFIRMATIVE SHAREHOLDER VOTES TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
CLUBCORP HOLDINGS, INC.
Security | 18948M108 | Meeting Type | Special |
Ticker Symbol | MYCC | Meeting Date | 15-Sep-2017 |
ISIN | US18948M1080 | Agenda | 934671670 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 9, 2017, AS IT MAY BE AMENDED OR MODIFIED FROM TIME TO TIME, AMONG CLUBCORP HOLDINGS, INC., CONSTELLATION CLUB PARENT, INC., AND CONSTELLATION MERGER SUB INC. (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, COMPENSATION THAT WILL BE PAID OR MAY BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF CLUBCORP HOLDINGS, INC. IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A PROPOSAL THAT WILL GIVE CLUBCORP HOLDINGS, INC. THE AUTHORITY TO ADJOURN THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE MERGER AGREEMENT IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE SUCH PROPOSAL. |
| Management |
| For |
| For |
|
JIMMY CHOO PLC
Security | G51373101 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 18-Sep-2017 |
ISIN | GB00BQPW6Y82 | Agenda | 708457836 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT (THE “SCHEME OF ARRANGEMENT”) PROPOSED TO BE MADE PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE “ACT”) BETWEEN JIMMY CHOO PLC (“JIMMY CHOO” OR THE “COMPANY”), AND THE HOLDERS OF THE SCHEME SHARES (AS DEFINED IN THE SCHEME OF ARRANGEMENT) |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
JIMMY CHOO PLC
Security | G51373101 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 18-Sep-2017 |
ISIN | GB00BQPW6Y82 | Agenda | 708457848 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO JIMMY CHOO’S ARTICLES: NEW ARTICLE 222 |
| Management |
| For |
| For |
|
PARKWAY, INC.
Security | 70156Q107 | Meeting Type | Special |
Ticker Symbol | PKY | Meeting Date | 25-Sep-2017 |
ISIN | US70156Q1076 | Agenda | 934670123 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| MERGER PROPOSAL. TO APPROVE THE MERGER OF REAL ESTATE HOUSTON US LLC, AN AFFILIATE OF THE CANADA PENSION PLAN INVESTMENT BOARD, WITH AND INTO PARKWAY, INC., WITH PARKWAY, INC. AS THE SURVIVING ENTITY AND A SUBSIDIARY OF THE CANADA PENSION PLAN INVESTMENT BOARD (THE “COMPANY MERGER”), PURSUANT TO THE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ADJOURNMENT PROPOSAL. TO APPROVE ANY ADJOURNMENTS OF THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE SPECIAL MEETING TO APPROVE THE COMPANY MERGER AND THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
FIRST POTOMAC REALTY TRUST
Security | 33610F109 | Meeting Type | Special |
Ticker Symbol | FPO | Meeting Date | 26-Sep-2017 |
ISIN | US33610F1093 | Agenda | 934672355 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE MERGER OF FIRST POTOMAC REALTY TRUST WITH GOV NEW OPPTY REIT, A WHOLLY-OWNED SUBSIDIARY OF GOVERNMENT PROPERTIES INCOME TRUST (THE “REIT MERGER”), PURSUANT TO THE DEFINITIVE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 27, 2017, AMONG FIRST POTOMAC REALTY TRUST,... (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE ON A NON-BINDING, ADVISORY BASIS THE COMPENSATION THAT MAY BECOME PAYABLE TO FIRST POTOMAC REALTY TRUST’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE REIT MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ANY ADJOURNMENTS OF THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE SPECIAL MEETING TO APPROVE THE REIT MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
FIDELITY & GUARANTY LIFE
Security | 315785105 | Meeting Type | Annual |
Ticker Symbol | FGL | Meeting Date | 29-Sep-2017 |
ISIN | US3157851052 | Agenda | 934669031 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
| |
1. |
| DIRECTOR |
| Management |
|
|
|
|
| |
|
| 1 | WILLIAM J. BAWDEN |
|
|
| For |
| For |
|
|
| 2 | L. JOHN H. TWEEDIE |
|
|
| For |
| For |
|
2. |
| TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING SEPTEMBER 30, 2017. |
| Management |
| For |
| For |
|
PROGRAMMED MAINTENANCE SERVICES LIMITED
Security | Q7762R105 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 06-Oct-2017 |
ISIN | AU000000PRG2 | Agenda | 708497107 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| “THAT, PURSUANT TO AND IN ACCORDANCE WITH SECTION 411 OF THE CORPORATIONS ACT 2001 (CTH): (A) THE SCHEME, THE TERMS OF WHICH ARE CONTAINED IN AND MORE PARTICULARLY DESCRIBED IN THE SCHEME BOOKLET (OF WHICH THIS NOTICE OF SCHEME MEETING FORMS PART) IS AGREED TO (WITH OR WITHOUT MODIFICATION AS APPROVED BY THE COURT); AND (B) THE DIRECTORS OF PROGRAMMED ARE AUTHORISED, SUBJECT TO THE TERMS OF THE SCHEME IMPLEMENTATION DEED: (I) TO AGREE TO SUCH ALTERATIONS OR CONDITIONS AS ARE THOUGHT FIT BY THE COURT; AND (II) SUBJECT TO APPROVAL OF THE SCHEME BY THE COURT, TO IMPLEMENT THE SCHEME WITH ANY SUCH ALTERATIONS OR CONDITIONS.” |
| Management |
| For |
| For |
|
CMMT |
| VOTING EXCLUSION APPLIES TO THIS MEETING FOR PROPOSAL 1 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 |
|
|
|
|
|
SKY PLC
Security | G8212B105 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 12-Oct-2017 |
ISIN | GB0001411924 | Agenda | 708543322 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017, TOGETHER WITH THE REPORT OF THE DIRECTORS AND AUDITORS |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE DIRECTORS’ REMUNERATION POLICY CONTAINED IN THE DIRECTORS’ REMUNERATION REPORT |
| Management |
| For |
| For |
|
3 |
| TO APPROVE THE DIRECTORS’ REMUNERATION REPORT (EXCLUDING THE DIRECTORS’ REMUNERATION POLICY) |
| Management |
| For |
| For |
|
4 |
| TO REAPPOINT JEREMY DARROCH AS A DIRECTOR |
| Management |
| For |
| For |
|
5 |
| TO REAPPOINT ANDREW GRIFFITH AS A DIRECTOR |
| Management |
| For |
| For |
|
6 |
| TO REAPPOINT TRACY CLARKE AS A DIRECTOR |
| Management |
| For |
| For |
|
7 |
| TO REAPPOINT MARTIN GILBERT AS A DIRECTOR |
| Management |
| For |
| For |
|
8 |
| TO REAPPOINT ADINE GRATE AS A DIRECTOR |
| Management |
| For |
| For |
|
9 |
| TO REAPPOINT MATTHIEU PIGASSE AS A DIRECTOR |
| Management |
| For |
| For |
|
10 |
| TO REAPPOINT ANDY SUKAWATY AS A DIRECTOR |
| Management |
| For |
| For |
|
11 |
| TO APPOINT KATRIN WEHR-SEITER AS A DIRECTOR |
| Management |
| For |
| For |
|
12 |
| TO REAPPOINT JAMES MURDOCH AS A DIRECTOR |
| Management |
| For |
| For |
|
13 |
| TO REAPPOINT CHASE CAREY AS A DIRECTOR |
| Management |
| For |
| For |
|
14 |
| TO REAPPOINT JOHN NALLEN AS A DIRECTOR |
| Management |
| For |
| For |
|
15 |
| TO REAPPOINT DELOITTE LLP AS AUDITORS OF THE COMPANY AND TO AUTHORISE THE AUDIT COMMITTEE OF THE BOARD TO AGREE THEIR REMUNERATION |
| Management |
| For |
| For |
|
16 |
| TO AUTHORISE THE COMPANY AND ITS SUBSIDIARIES TO MAKE POLITICAL DONATIONS AND INCUR POLITICAL EXPENDITURE |
| Management |
| For |
| For |
|
17 |
| TO AUTHORISE THE DIRECTORS TO ALLOT SHARES UNDER SECTION 551 OF THE COMPANIES ACT 2006 |
| Management |
| For |
| For |
|
18 |
| TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS |
| Management |
| For |
| For |
|
19 |
| TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS FOR THE PURPOSES OF ACQUISITIONS OR CAPITAL INVESTMENTS |
| Management |
| For |
| For |
|
20 |
| TO ALLOW THE COMPANY TO HOLD GENERAL MEETINGS (OTHER THAN ANNUAL GENERAL MEETINGS) ON 14 DAYS’ NOTICE |
| Management |
| For |
| For |
|
SOUTHWEST BANCORP, INC.
Security | 844767103 | Meeting Type | Special |
Ticker Symbol | OKSB | Meeting Date | 17-Oct-2017 |
ISIN | US8447671038 | Agenda | 934680047 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF DECEMBER 14, 2016, AS AMENDED ON JULY 19, 2017, BY AND BETWEEN SIMMONS FIRST NATIONAL CORPORATION AND OKSB PURSUANT TO WHICH OKSB WILL MERGE WITH AND INTO SIMMONS (THE “OKSB MERGER PROPOSAL”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING ADVISORY BASIS, COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO OKSB’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE COMPLETION OF THE OKSB MERGER BY APPROVING THE FOLLOWING RESOLUTION: RESOLVED, THAT THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO OKSB’S NAMED ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| TO ADJOURN THE OKSB SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE OKSB MERGER PROPOSAL. |
| Management |
| For |
| For |
|
TRIBUNE MEDIA COMPANY
Security | 896047503 | Meeting Type | Special |
Ticker Symbol | TRCO | Meeting Date | 19-Oct-2017 |
ISIN | US8960475031 | Agenda | 934678244 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE MERGER AGREEMENT: TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 8, 2017 (THE “MERGER AGREEMENT”), BY AND AMONG TRIBUNE MEDIA COMPANY (“TRIBUNE”) AND SINCLAIR BROADCAST GROUP, INC., AND FOLLOWING THE EXECUTION AND DELIVERY OF A ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ADVISORY VOTE REGARDING MERGER RELATED NAMED EXECUTIVE OFFICER COMPENSATION: TO CONSIDER AND VOTE ON A NON-BINDING, ADVISORY PROPOSAL TO APPROVE THE COMPENSATION THAT MAY BECOME PAYABLE TO TRIBUNE’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| APPROVAL OF SPECIAL MEETING: TO CONSIDER AND VOTE ON A PROPOSAL TO ADJOURN THE TRIBUNE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING ADJOURNMENTS TO PERMIT FURTHER SOLICITATION OF PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
STATE NATIONAL COMPANIES, INC.
Security | 85711T305 | Meeting Type | Special |
Ticker Symbol | SNC | Meeting Date | 24-Oct-2017 |
ISIN | US85711T3059 | Agenda | 934678650 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 26, 2017, BY AND AMONG MARKEL CORPORATION, MARKELVERICK CORPORATION AND STATE NATIONAL COMPANIES, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. |
| Management |
| For |
| For |
|
2 |
| TO APPROVE, ON A NONBINDING ADVISORY BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER. |
| Management |
| For |
| For |
|
3 |
| TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, IF NEEDED OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES TO APPROVE THE MERGER PROPOSAL AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
BANK MUTUAL CORPORATION
Security | 063750103 | Meeting Type | Special |
Ticker Symbol | BKMU | Meeting Date | 24-Oct-2017 |
ISIN | US0637501034 | Agenda | 934680566 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 20, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND BETWEEN ASSOCIATED BANC-CORP. AND BANK MUTUAL CORPORATION |
| Management |
| For |
| For |
|
2. |
| ADVISORY (NON-BINDING) VOTE TO APPROVE CERTAIN COMPENSATION ARRANGEMENTS FOR BANK MUTUAL’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER |
| Management |
| For |
| For |
|
3. |
| PROPOSAL FOR 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 AGREEMENT AND PLAN OF MERGER |
| Management |
| For |
| For |
|
WESTAR ENERGY, INC.
Security | 95709T100 | Meeting Type | Annual |
Ticker Symbol | WR | Meeting Date | 25-Oct-2017 |
ISIN | US95709T1007 | Agenda | 934679082 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
| |
1. |
| DIRECTOR |
| Management |
|
|
|
|
| |
|
| 1 | MOLLIE H. CARTER |
|
|
| For |
| For |
|
|
| 2 | SANDRA A.J. LAWRENCE |
|
|
| For |
| For |
|
|
| 3 | MARK A. RUELLE |
|
|
| For |
| For |
|
2. |
| ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. |
| Management |
| For |
| For |
| |
3. |
| ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES ON EXECUTIVE COMPENSATION. |
| Management |
| 1 Year |
| For |
| |
4. |
| RATIFICATION AND CONFIRMATION OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017. |
| Management |
| For |
| For |
|
PARK STERLING CORP
Security | 70086Y105 | Meeting Type | Special |
Ticker Symbol | PSTB | Meeting Date | 25-Oct-2017 |
ISIN | US70086Y1055 | Agenda | 934679676 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 26, 2017, BY AND BETWEEN THE COMPANY AND SOUTH STATE CORPORATION. |
| Management |
| For |
| For |
|
2. |
| TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE MERGER PROPOSAL. |
| Management |
| For |
| For |
|
3. |
| TO ADOPT AN ADVISORY (NONBINDING) RESOLUTION APPROVING THE COMPENSATION THAT CERTAIN EXECUTIVE OFFICERS OF THE COMPANY MAY RECEIVE IN CONNECTION WITH THE MERGER PURSUANT TO EXISTING AGREEMENTS OR ARRANGEMENTS WITH THE COMPANY. |
| Management |
| For |
| For |
|
NXSTAGE MEDICAL, INC.
Security | 67072V103 | Meeting Type | Special |
Ticker Symbol | NXTM | Meeting Date | 27-Oct-2017 |
ISIN | US67072V1035 | Agenda | 934683194 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AUGUST 7, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG NXSTAGE, FRESENIUS MEDICAL CARE HOLDINGS, INC. AND BROADWAY RENAL SERVICES, INC. PURSUANT TO WHICH BROADWAY RENAL SERVICES, INC. WOULD MERGE WITH AND INTO NXSTAGE. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO NXSTAGE’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER, AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES TO APPROVE PROPOSAL 1 AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
WESTERN REFINING LOGISTICS, LP
Security | 95931Q205 | Meeting Type | Consent |
Ticker Symbol | WNRL | Meeting Date | 27-Oct-2017 |
ISIN | US95931Q2057 | Agenda | 934686378 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE MERGER OF WNRL MERGER SUB LLC, A DELAWARE LIMITED LIABILITY COMPANY AND A WHOLLY-OWNED SUBSIDIARY OF ALLP, WITH AND INTO WNRL, WITH WNRL CONTINUING AS THE SURVIVING ENTITY (THE “MERGER”), AND ADOPTION AND APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 13, 2017, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG ALLP, TESORO LOGISTICS GP, LLC, WNRL, WESTERN REFINING LOGISTICS GP, LLC, WNRL MERGER SUB LLC AND WNRL GP MERGER SUB LLC, AND THE TRANSACTIONS CONTEMPLATED THEREBY. |
| Management |
| Abstain |
| Against |
|
2. |
| APPROVAL, ON AN ADVISORY (NON-BINDING) BASIS, OF THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO WNRL’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| Abstain |
| Against |
|
PHARMERICA CORPORATION
Security | 71714F104 | Meeting Type | Special |
Ticker Symbol | PMC | Meeting Date | 09-Nov-2017 |
ISIN | US71714F1049 | Agenda | 934687229 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME) DATED AS OF AUGUST 1, 2017, BY AND AMONG PHARMERICA CORPORATION, PHOENIX PARENT HOLDINGS INC. AND PHOENIX MERGER SUB INC. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, SPECIFIED COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF PHARMERICA CORPORATION IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING FROM TIME TO TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
STARWOOD WAYPOINT HOMES
Security | 85572F105 | Meeting Type | Special |
Ticker Symbol | SFR | Meeting Date | 14-Nov-2017 |
ISIN | US85572F1057 | Agenda | 934691418 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| A PROPOSAL TO APPROVE THE MERGER OF STARWOOD WAYPOINT HOMES (“SFR”) WITH AND INTO IH MERGER SUB, LLC (“MERGER SUB”) WITH MERGER SUB CONTINUING AS THE SURVIVING ENTITY PURSUANT TO THAT CERTAIN AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 9, 2017 (THE “MERGER AGREEMENT”), BY AND AMONG SFR, ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| A NON-BINDING ADVISORY PROPOSAL TO APPROVE COMPENSATION ARRANGEMENTS FOR CERTAIN SFR EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER AGREEMENT AND THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT (THE “COMPENSATION PROPOSAL”) |
| Management |
| For |
| For |
|
3. |
| A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SFR SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, FOR THE PURPOSE OF SOLICITING ADDITIONAL VOTES FOR THE APPROVAL OF THE REIT MERGER PROPOSAL (THE “ADJOURNMENT PROPOSAL”). |
| Management |
| For |
| For |
|
THE ADVISORY BOARD COMPANY
Security | 00762W107 | Meeting Type | Special |
Ticker Symbol | ABCO | Meeting Date | 15-Nov-2017 |
ISIN | US00762W1071 | Agenda | 934689792 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPTION OF THE MERGER AGREEMENT. THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 28, 2017 (AS IT MAY BE AMENDED FROM TIME TO TIME), WHICH WE REFER TO AS THE MERGER AGREEMENT, BY AND AMONG ABCO, OPTUMINSIGHT, INC., A DELAWARE CORPORATION, AND APOLLO MERGER SUB, INC., A DELAWARE CORPORATION. |
| Management |
| For |
| For |
|
2. |
| ADJOURNMENT OF THE SPECIAL MEETING. THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES IN FAVOR OF APPROVING THE MERGER PROPOSAL AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE REGARDING MERGER-RELATED NAMED EXECUTIVE OFFICER COMPENSATION. THE PROPOSAL TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY ABCO TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
POLARIS MATERIALS CORPORATION
Security | 731074100 | Meeting Type | Special |
Ticker Symbol | POLMF | Meeting Date | 15-Nov-2017 |
ISIN | CA7310741003 | Agenda | 934690391 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| To consider and, if thought advisable, to pass, with or without variation, a special resolution to approve a plan of arrangement pursuant to Section 288 of the Business Corporations Act (British Columbia) whereby 1134771 B.C. Ltd., an affiliate of U.S. Concrete, Inc., will acquire all of the issued and outstanding common shares of Polaris Materials Corporation it does not hold, the full text of which is set forth in Appendix A to the management information circular dated October 10, 2017. |
| Management |
| For |
| For |
|
SCRIPPS NETWORKS INTERACTIVE, INC.
Security | 811065101 | Meeting Type | Special |
Ticker Symbol | SNI | Meeting Date | 17-Nov-2017 |
ISIN | US8110651010 | Agenda | 934693412 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 30, 2017, AS MAY BE AMENDED, AMONG SCRIPPS NETWORKS INTERACTIVE, INC., AN OHIO CORPORATION (“SCRIPPS”), DISCOVERY COMMUNICATIONS, INC., A DELAWARE CORPORATION (“DISCOVERY”) AND SKYLIGHT MERGER SUB, INC., AN OHIO CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (“MERGER SUB”), PURSUANT TO WHICH MERGER SUB WILL BE MERGED WITH AND INTO SCRIPPS, WITH SCRIPPS SURVIVING AS A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (THE “MERGER”). |
| Management |
| For |
| For |
|
2. |
| APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT WILL OR MAY BE PAID BY SCRIPPS TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| APPROVE THE ADJOURNMENT OF THE SCRIPPS SPECIAL MEETING IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE ITEM 1 AT THE TIME OF THE SCRIPPS SPECIAL MEETING OR IF A QUORUM IS NOT PRESENT AT THE SCRIPPS SPECIAL MEETING. |
| Management |
| For |
| For |
|
WESTAR ENERGY, INC.
Security | 95709T100 | Meeting Type | Special |
Ticker Symbol | WR | Meeting Date | 21-Nov-2017 |
ISIN | US95709T1007 | Agenda | 934690858 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, DATED JULY 9, 2017, BY AND AMONG WESTAR ENERGY, INC., GREAT PLAINS ENERGY INCORPORATED AND CERTAIN OTHER PARTIES THERETO. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE MERGER-RELATED COMPENSATION ARRANGEMENTS FOR NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL MEETING, IF NECESSARY. |
| Management |
| For |
| For |
|
ORBITAL ATK, INC.
Security | 68557N103 | Meeting Type | Special |
Ticker Symbol | OA | Meeting Date | 29-Nov-2017 |
ISIN | US68557N1037 | Agenda | 934695048 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 17, 2017, BY AND AMONG NORTHROP GRUMMAN CORPORATION, NEPTUNE MERGER, INC. AND ORBITAL ATK, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT WILL OR MAY BE PAID TO ORBITAL ATK’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO ADJOURN THE ORBITAL ATK SPECIAL MEETING, IF NECESSARY, TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
THE JEAN COUTU GROUP (PJC) INC.
Security | 47215Q104 | Meeting Type | Special |
Ticker Symbol | JCOUF | Meeting Date | 29-Nov-2017 |
ISIN | CA47215Q1046 | Agenda | 934696355 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| To consider, and if deemed advisable to pass, the special resolution of shareholders of The Jean Coutu Group (PJC) Inc., the full text of which is set out in Appendix A of the Management Information Circular dated October 26,2017 (the “Information Circular”), to approve an amalgamation under Chapter XI of the Business Corporations Act (Québec) involving The Jean Coutu Group (PJC) Inc., an entity to be incorporated which will be direct wholly-owned subsidiary of Metro Inc. and any Qualifying Holdco (as defined in the Information Circular). |
| Management |
| For |
| For |
|
GLOBAL LOGISTIC PROPERTIES LTD, SINGAPORE
Security | Y27187106 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 30-Nov-2017 |
ISIN | SG2C26962630 | Agenda | 708668833 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) THE RESOLUTION RELATING TO THE SCHEME OF ARRANGEMENT REFERRED TO IN THE NOTICE OF SCHEME MEETING DATED 27 OCTOBER 2017 (THE “SCHEME RESOLUTION”), AND AT SUCH SCHEME MEETING (OR AT ANY ADJOURNMENT THEREOF) |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’ FOR-RESOLUTION 1, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING |
| Non-Voting |
|
|
|
|
|
CMMT |
| 03 NOV 2017: PLEASE TAKE NOTE THAT ONLY CAN APPOINT CHAIRMAN TO VOTE ON-BEHALF, NO ATTENDEE IS ALLOWED FOR THIS COURT MEETING. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| 03 NOV 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL-COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN-UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
TESCO CORPORATION
Security | 88157K101 | Meeting Type | Special |
Ticker Symbol | TESO | Meeting Date | 01-Dec-2017 |
ISIN | CA88157K1012 | Agenda | 934696913 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ARRANGEMENT RESOLUTION: TO PASS A SPECIAL RESOLUTION (THE “ARRANGEMENT RESOLUTION”), APPROVING AN ARRANGEMENT (THE “ARRANGEMENT”) PURSUANT TO SECTION 193 OF THE BUSINESS CORPORATIONS ACT (ALBERTA). |
| Management |
| For |
| For |
|
2. |
| ADVISORY PROPOSAL REGARDING GOLDEN PARACHUTE COMPENSATION: TO APPROVE, SOLELY ON AN ADVISORY (NON-BINDING) BASIS, THE AGREEMENTS OR UNDERSTANDINGS BETWEEN TESCO’S NAMED EXECUTIVE OFFICERS AND TESCO AND THE RELATED COMPENSATION THAT WILL OR MAY BE PAID TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE ARRANGEMENT. |
| Management |
| For |
| For |
|
MAINSOURCE FINANCIAL GROUP, INC.
Security | 56062Y102 | Meeting Type | Special |
Ticker Symbol | MSFG | Meeting Date | 04-Dec-2017 |
ISIN | US56062Y1029 | Agenda | 934694490 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 25, 2017, BY AND BETWEEN MAINSOURCE FINANCIAL GROUP, INC. (“MAINSOURCE”) AND FIRST FINANCIAL BANCORP. (“FIRST FINANCIAL”), AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, PURSUANT TO WHICH MAINSOURCE WILL MERGE WITH AND INTO FIRST FINANCIAL, WITH FIRST FINANCIAL AS THE SURVIVING CORPORATION (THE “MERGER”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO MAINSOURCE’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER, AND THE AGREEMENTS OR UNDERSTANDINGS PURSUANT TO WHICH SUCH COMPENSATION MAY BE PAID OR BECOME PAYABLE. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING ADJOURNMENTS TO PERMIT FURTHER SOLICITATION OF PROXIES BY MAINSOURCE IN FAVOR OF THE MERGER. |
| Management |
| For |
| For |
|
ALDERMORE GROUP PLC
Security | G0222H107 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 08-Dec-2017 |
ISIN | GB00BQQMCJ47 | Agenda | 708748871 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
1 |
| TO APPROVE THE SCHEME OF ARRANGEMENT DATED THE 13TH OF NOV -17 |
| Management |
|
|
|
|
|
ALDERMORE GROUP PLC
Security | G0222H107 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 08-Dec-2017 |
ISIN | GB00BQQMCJ47 | Agenda | 708748883 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME (AS DEFINED IN THE SCHEME DOCUMENT): (A) TO AUTHORISE THE DIRECTORS OF THE COMPANY TO TAKE ALL SUCH ACTION AS THEY MAY CONSIDER NECESSARY OR APPROPRIATE FOR CARRYING THE SCHEME INTO EFFECT; AND B) TO AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY BY THE ADOPTION AND INCLUSION OF A NEW ARTICLE 125, IN EACH CASE AS DESCRIBED IN THE NOTICE OF GENERAL MEETING WHICH IS SET OUT IN THE SCHEME DOCUMENT |
| Management |
|
|
|
|
|
ENZYMOTEC, LTD
Security | M4059L101 | Meeting Type | Special |
Ticker Symbol | ENZY | Meeting Date | 11-Dec-2017 |
ISIN | IL0011296188 | Agenda | 934705798 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE ACQUISITION OF THE COMPANY BY FRUTAROM, INCLUDING THE APPROVAL OF: (I) THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 28, 2017, BY AND AMONG THE COMPANY, FRUTAROM, AND MERGER SUB (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”); (II) THE MERGER OF MERGER SUB WITH AND INTO THE COMPANY (THE “MERGER”) ON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THE MERGER AGREEMENT AND IN ACCORDANCE WITH SECTIONS 314-327 OF THE ISRAELI ...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
1A. |
| THE UNDERSIGNED CONFIRMS THAT HE, SHE OR IT IS NOT FRUTAROM, MERGER SUB, ANY PERSON HOLDING AT LEAST 25% OF THE MEANS OF CONTROL OF EITHER OF THEM, ANYONE ACTING ON THEIR BEHALF, OR ANY FAMILY MEMBER OF, OR ENTITY CONTROLLED BY, ANY OF THE FOREGOING (EACH, A “FRUTAROM AFFILIATE”). IF YOU DO NOT VOTE ON THIS ITEM OR VOTE AGAINST THIS ITEM, YOUR VOTE WILL NOT BE COUNTED FOR PROPOSAL 1. FOR = I CERTIFY THAT I HAVE NO PERSONAL INTEREST FOR THIS PROPOSAL. AGAINST = I CERTIFY THAT I DO HAVE A PERSONAL INTEREST FOR THIS PROPOSAL. |
| Management |
| For |
|
|
|
2A. |
| REELECTION OF HOLGER LIEPMANN AS A CLASS I DIRECTOR OF THE COMPANY, TO SERVE UNTIL THE COMPANY’S ANNUAL GENERAL MEETING OF SHAREHOLDERS IN 2020. |
| Management |
| For |
| For |
|
2B. |
| ELECTION OF AMOS ANATOT AS A CLASS I DIRECTOR OF THE COMPANY, TO SERVE UNTIL THE COMPANY’S ANNUAL GENERAL MEETING OF SHAREHOLDERS IN 2020. |
| Management |
| For |
| For |
|
2C. |
| ELECTION OF ALON SHMUEL GRANOT AS A CLASS I DIRECTOR OF THE COMPANY, TO SERVE UNTIL THE COMPANY’S ANNUAL GENERAL MEETING OF SHAREHOLDERS IN 2020. |
| Management |
| For |
| For |
|
2D. |
| ELECTION OF ARI ROSENTHAL AS A CLASS I DIRECTOR OF THE COMPANY, TO SERVE UNTIL THE COMPANY’S ANNUAL GENERAL MEETING OF SHAREHOLDERS IN 2020. |
| Management |
| For |
| For |
|
3. |
| APPROVAL OF THE REAPPOINTMENT OF KESSELMAN & KESSELMAN, A MEMBER OF PRICEWATERHOUSECOOPERS INTERNATIONAL LIMITED, AS THE COMPANY’S INDEPENDENT, EXTERNAL AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2017. |
| Management |
| For |
| For |
|
CALPINE CORPORATION
Security | 131347304 | Meeting Type | Special |
Ticker Symbol | CPN | Meeting Date | 15-Dec-2017 |
ISIN | US1313473043 | Agenda | 934704873 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 17, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG CALPINE CORPORATION, VOLT PARENT, LP AND VOLT MERGER SUB, INC. |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR ADVISABLE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
3 |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, THE “GOLDEN PARACHUTE” COMPENSATION THAT MAY BE PAYABLE TO CALPINE CORPORATION’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER. |
| Management |
| For |
| For |
|
OMEGA PROTEIN CORPORATION
Security | 68210P107 | Meeting Type | Special |
Ticker Symbol | OME | Meeting Date | 19-Dec-2017 |
ISIN | US68210P1075 | Agenda | 934709885 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 5, 2017, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME BY AND AMONG COOKE INC., A CORPORATION DULY INCORPORATED UNDER THE LAWS OF THE PROVINCE OF NEW BRUNSWICK, CANADA (“COOKE”), ALPHA MERGERSUB, AND OMEGA ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ADVISORY, NON-BINDING PROPOSAL TO APPROVE COMPENSATION THAT WILL OR MAY BECOME PAYABLE TO OMEGA’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT 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 PROPOSAL 1. |
| Management |
| For |
| For |
|
RUBY TUESDAY, INC.
Security | 781182100 | Meeting Type | Special |
Ticker Symbol | RT | Meeting Date | 20-Dec-2017 |
ISIN | US7811821005 | Agenda | 934706346 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO APPROVE AND ADOPT THE MERGER AGREEMENT. |
| Management |
| Abstain |
| Against |
|
2. |
| PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, CERTAIN COMPENSATION THAT WILL OR MAY BE PAID BY RUBY TUESDAY TO ITS NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER. |
| Management |
| Abstain |
| Against |
|
3. |
| PROPOSAL TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, INCLUDING IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE AND ADOPT THE MERGER AGREEMENT, IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT TO APPROVE AND ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
NEWSTAR FINANCIAL, INC.
Security | 65251F105 | Meeting Type | Special |
Ticker Symbol | NEWS | Meeting Date | 21-Dec-2017 |
ISIN | US65251F1057 | Agenda | 934709897 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 16, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG NEWSTAR FINANCIAL, INC., FIRST EAGLE HOLDINGS, INC., FE HOLDCO, LLC, AND FE MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| PROPOSAL TO APPROVE THE TRANSACTIONS CONTEMPLATED BY THE ASSET PURCHASE AGREEMENT, DATED AS OF OCTOBER 16, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND BETWEEN NEWSTAR FINANCIAL, INC. AND GSO DIAMOND PORTFOLIO HOLDCO LLC. |
| Management |
| For |
| For |
|
3. |
| PROPOSAL TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, SPECIFIED COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF NEWSTAR FINANCIAL INC. IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
4. |
| PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING FROM TIME TO TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT OR THE PROPOSAL TO APPROVE THE TRANSACTIONS CONTEMPLATED BY THE ASSET PURCHASE AGREEMENT. |
| Management |
| For |
| For |
|
GIGAMON INC.
Security | 37518B102 | Meeting Type | Special |
Ticker Symbol | GIMO | Meeting Date | 22-Dec-2017 |
ISIN | US37518B1026 | Agenda | 934707184 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), DATED OCTOBER 26, 2017, BY AND AMONG GIGAMON INC., A DELAWARE CORPORATION (“GIGAMON”), GINSBERG HOLDCO, INC., A DELAWARE CORPORATION, AND GINSBERG MERGER SUB, INC., A DELAWARE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| Against |
| Against |
|
2. |
| TO APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, VARIOUS COMPENSATION THAT WILL OR MAY BECOME PAYABLE TO GIGAMON’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER (AS SUCH TERM IS DEFINED IN THE MERGER AGREEMENT), AS DESCRIBED IN THE PROXY STATEMENT. |
| Management |
| Against |
| Against |
|
CALGON CARBON CORPORATION
Security | 129603106 | Meeting Type | Special |
Ticker Symbol | CCC | Meeting Date | 28-Dec-2017 |
ISIN | US1296031065 | Agenda | 934710105 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 21, 2017 (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), BY AND AMONG CALGON CARBON CORPORATION, A DELAWARE CORPORATION (“CALGON CARBON”), KURARAY CO., LTD., A COMPANY ORGANIZED UNDER THE LAWS OF JAPAN ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| THE PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO CALGON CARBON’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER. |
| Management |
| For |
| For |
|
3. |
| THE PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING FROM TIME TO TIME, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES, INCLUDING AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT OR IN THE ABSENCE OF A QUORUM. |
| Management |
| For |
| For |
|
HSN, INC
Security | 404303109 | Meeting Type | Special |
Ticker Symbol | HSNI | Meeting Date | 29-Dec-2017 |
ISIN | US4043031099 | Agenda | 934710256 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 5, 2017 (AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, THE MERGER AGREEMENT), BY AND AMONG HSN, INC. (HSNI), LIBERTY INTERACTIVE CORPORATION AND LIBERTY HORIZON, INC. |
| Management |
| For |
| For |
|
2. |
| TO CONSIDER AND VOTE ON A PROPOSAL TO ADJOURN OR POSTPONE THE HSNI SPECIAL MEETING, IF NECESSARY AND FOR A MINIMUM PERIOD OF TIME REASONABLE UNDER THE CIRCUMSTANCES, TO ENSURE THAT ANY NECESSARY SUPPLEMENT OR AMENDMENT TO THE PROXY STATEMENT/ PROSPECTUS IS PROVIDED TO HSNI STOCKHOLDERS A REASONABLE ..(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE, BY A NON-BINDING ADVISORY VOTE, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO HSNI’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
SILVER SPRING NETWORKS,INC.
Security | 82817Q103 | Meeting Type | Special |
Ticker Symbol | SSNI | Meeting Date | 03-Jan-2018 |
ISIN | US82817Q1031 | Agenda | 934706322 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 17, 2017, AMONG SILVER SPRING NETWORKS, INC., ITRON, INC. AND IVORY MERGER SUB, INC., AND THEREBY APPROVE THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT, INCLUDING THE MERGER. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
WORLDPAY GROUP PLC
Security | G97744109 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 08-Jan-2018 |
ISIN | GB00BYYK2V80 | Agenda | 708801065 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
1 |
| FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE SCHEME) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS( AS DEFINED IN THE SCHEME DOCUMENT) |
| Management |
| For |
| For |
|
CMMT |
| 01 DEC 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF RECORD-DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
WORLDPAY GROUP PLC
Security | G97744109 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 08-Jan-2018 |
ISIN | GB00BYYK2V80 | Agenda | 708801077 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION: ARTICLE 130 |
| Management |
| For |
| For |
|
CMMT |
| 01 DEC 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF RECORD-DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
ZODIAC AEROSPACE, ISSY LES MOULINEAUX
Security | F98947108 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 09-Jan-2018 |
ISIN | FR0000125684 | Agenda | 708822730 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE. |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD SHARES DIRECTLY WITH A-FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE-GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED-INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD-THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT-YOUR CLIENT REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED DURING THE MEETING, YOUR-VOTE WILL DEFAULT TO ‘ABSTAIN’. SHARES CAN ALTERNATIVELY BE PASSED TO THE-CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH ITEM RAISED. SHOULD YOU-WISH TO PASS CONTROL OF YOUR SHARES IN THIS WAY, PLEASE CONTACT YOUR-BROADRIDGE CLIENT SERVICE REPRESENTATIVE. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| 22 DEC 2017: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:-https://balo.journal-officiel.gouv.fr/pdf/2017/1204/201712041705219.pdf AND-https://www.journal-officiel.gouv.fr/publications/balo/pdf/2017/1222/20171222 1-705380.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF THE URL-LINK. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
| Non-Voting |
|
|
|
|
|
O.1 |
| APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS OF THE COMPANY ZODIAC AEROSPACE FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 |
| Management |
| For |
| For |
|
O.2 |
| APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS OF THE GROUP ZODIAC AEROSPACE FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 |
| Management |
| For |
| For |
|
O.3 |
| ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 |
| Management |
| For |
| For |
|
O.4 |
| APPROVAL OF THE AGREEMENTS AND COMMITMENTS REFERRED TO IN ARTICLE L.225-86 OF THE FRENCH COMMERCIAL CODE AND DESCRIBED IN THE SPECIAL REPORT OF THE STATUTORY AUDITORS |
| Management |
| For |
| For |
|
O.5 |
| AUTHORISATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO ALLOW THE COMPANY TO TRADE IN ITS OWN SHARES |
| Management |
| For |
| For |
|
O.6 |
| RENEWAL OF THE TERM OF MR PATRICK DAHER, MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
O.7 |
| RENEWAL OF THE TERM OF MR LOUIS DESANGES, MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
O.8 |
| ACKNOWLEDGEMENT OF THE TERMINATION OF THE TERM OF MR DIDIER DOMANGE, MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
O.9 |
| ACKNOWLEDGEMENT OF THE TERMINATION OF THE TERM OF MS ELISABETH DOMANGE, MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
O.10 |
| RENEWAL OF THE TERM OF THE SOCIETE FIDUCIAIRE NATIONALE DE REVISION COMPTABLE - FIDAUDIT AS STATUTORY AUDITOR |
| Management |
| For |
| For |
|
O.11 |
| ACKNOWLEDGMENT OF THE TERMINATION OF THE TERM OF THE COMPANY SAREX AS DEPUTY STATUTORY AUDITOR |
| Management |
| For |
| For |
|
O.12 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR YANN DELABRIERE, CHAIRMAN OF THE BOARD OF DIRECTORS SINCE 16 JUNE 2017 |
| Management |
| For |
| For |
|
O.13 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR MAURICE PINAULT, MEMBER OF THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.14 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR DIDIER FONDAINE, MEMBER OF THE BOARD OF DIRECTORS SINCE 5 JUNE 2017 |
| Management |
| For |
| For |
|
O.15 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR OLIVIER ZARROUATI, CHAIRMAN OF THE BOARD OF DIRECTORS UNTIL 15 JUNE 2017 |
| Management |
| For |
| For |
|
O.16 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR BENOIT RIBADEAU-DUMAS, MEMBER OF THE BOARD OF DIRECTORS FROM 21 NOVEMBER 2016 UNTIL 15 MAY 2017 |
| Management |
| For |
| For |
|
O.17 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MS YANNICK ASSOUAD, MEMBER OF THE BOARD OF DIRECTORS UNTIL 9 SEPTEMBER 2016 |
| Management |
| For |
| For |
|
O.18 |
| REVIEW OF THE COMPENSATION OWED OR PAID FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2017 TO MR DIDIER DOMANGE, CHAIRMAN OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
O.19 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE COMPENSATION AND BENEFITS OF ANY KIND DUE TO THE MEMBERS OF THE SUPERVISORY BOARD AND ITS CHAIRMAN FOR THEIR TERM |
| Management |
| For |
| For |
|
O.20 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE COMPENSATION AND BENEFITS OF ANY KIND DUE TO THE MEMBERS OF THE BOARD OF DIRECTORS AND ITS CHAIRMAN FOR THEIR TERM |
| Management |
| For |
| For |
|
E.21 |
| AUTHORISATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLING TREASURY SHARES |
| Management |
| For |
| For |
|
E.22 |
| AUTHORISATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO FREELY ALLOCATE COMPANY SHARES TO ELIGIBLE EMPLOYEES AND EXECUTIVE OFFICERS OF THE COMPANY OR ITS GROUP |
| Management |
| For |
| For |
|
E.23 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY ISSUING COMMON SHARES AND/OR OTHER TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL RESERVED FOR MEMBERS OF SAVINGS SCHEMES, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT FOR THE BENEFIT OF SAID MEMBERS |
| Management |
| For |
| For |
|
E.24 |
| AMENDMENT OF ARTICLE 19 OF THE COMPANY BY-LAWS,”TERM OF OFFICE” |
| Management |
| For |
| For |
|
E.25 |
| CANCELLATION OF ARTICLE 20 OF THE COMPANY BY-LAWS, “QUALIFYING SHARES” AND CORRESPONDING AMENDMENT OF THE NUMBERING OF ARTICLES IN THE COMPANY BY-LAWS |
| Management |
| For |
| For |
|
E.26 |
| AMENDMENT OF ARTICLE 21 OF THE COMPANY BY-LAWS, “ORGANISATION AND OPERATION OF THE SUPERVISORY BOARD” |
| Management |
| For |
| For |
|
E.27 |
| AMENDMENT OF ARTICLE 25 OF THE COMPANY BY-LAWS, “APPOINTMENT - POWERS” |
| Management |
| For |
| For |
|
E.28 |
| POWERS TO CARRY OUT LEGAL FORMALITIES SUBSEQUENT TO THESE RESOLUTIONS |
| Management |
| For |
| For |
|
BOB EVANS FARMS, INC.
Security | 096761101 | Meeting Type | Special |
Ticker Symbol | BOBE | Meeting Date | 09-Jan-2018 |
ISIN | US0967611015 | Agenda | 934706651 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 18, 2017, BY AND AMONG BOB EVANS FARMS, INC. (THE “COMPANY”), POST HOLDINGS, INC., AND HAYSTACK CORPORATION, A DELAWARE CORPORATION AND WHOLLY-OWNED SUBSIDIARY OF POST (THE “MERGER AGREEMENT”). |
| Management |
| Against |
| Against |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, CERTAIN COMPENSATION THAT WILL BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER. |
| Management |
| Against |
| Against |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING FROM TIME TO TIME, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT OR IN THE ABSENCE OF A QUORUM. |
| Management |
| For |
| For |
|
ROCKWELL COLLINS, INC.
Security | 774341101 | Meeting Type | Special |
Ticker Symbol | COL | Meeting Date | 11-Jan-2018 |
ISIN | US7743411016 | Agenda | 934712969 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 4, 2017, BY AND AMONG UNITED TECHNOLOGIES CORPORATION, RIVETER MERGER SUB CORP. AND ROCKWELL COLLINS, INC. AND APPROVE THE MERGER CONTEMPLATED THEREBY (THE “MERGER PROPOSAL”). |
| Management |
| For |
| For |
|
2. |
| APPROVE ON AN ADVISORY (NON-BINDING) BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO ROCKWELL COLLINS, INC.’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT (THE “MERGER-RELATED COMPENSATION PROPOSAL”). |
| Management |
| For |
| For |
|
3. |
| APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER PROPOSAL (THE “ADJOURNMENT PROPOSAL”). |
| Management |
| For |
| For |
|
IXYS CORPORATION
Security | 46600W106 | Meeting Type | Special |
Ticker Symbol | IXYS | Meeting Date | 12-Jan-2018 |
ISIN | US46600W1062 | Agenda | 934713670 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 25, 2017, BY AND AMONG IXYS CORPORATION, LITTELFUSE, INC. AND IRON MERGER CO., INC., AS AMENDED (REFERRED TO AS THE MERGER PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE ON AN ADVISORY (NON-BINDING) BASIS THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF IXYS CORPORATION THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER (AS SUCH TERM IS REFERRED TO IN THE PROXY STATEMENT FOR THE SPECIAL MEETING). |
| Management |
| For |
| For |
|
3. |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE MERGER PROPOSAL. |
| Management |
| For |
| For |
|
PURE TECHNOLOGIES LTD.
Security | 745915108 | Meeting Type | Special |
Ticker Symbol | PPEHF | Meeting Date | 24-Jan-2018 |
ISIN | CA7459151089 | Agenda | 934717591 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| To consider and, if deemed advisable, to pass, with or without variation, a special resolution the full text of which is set forth in Appendix A to the accompanying information circular and proxy statement of Pure Technologies Ltd. (the “Information Circular”), to approve an arrangement under Section 193 of the Business Corporations Act (Alberta), involving Pure Technologies Ltd., Xylem Inc. and the shareholders and optionholders of Pure Technologies Ltd., all as more particularly described in the Information Circular. |
| Management |
| For |
| For |
|
BROADSOFT, INC.
Security | 11133B409 | Meeting Type | Special |
Ticker Symbol | BSFT | Meeting Date | 25-Jan-2018 |
ISIN | US11133B4095 | Agenda | 934714432 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 20, 2017, BY AND AMONG CISCO SYSTEMS, INC. (“CISCO”), BROOKLYN ACQUISITION CORP., A WHOLLY-OWNED SUBSIDIARY OF CISCO, AND BROADSOFT, INC. AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION THAT BROADSOFT’S NAMED EXECUTIVE OFFICERS MAY RECEIVE IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO ADJOURN THE SPECIAL MEETING TO A LATER DATE IF NECESSARY TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
BAZAARVOICE INC
Security | 073271108 | Meeting Type | Special |
Ticker Symbol | BV | Meeting Date | 29-Jan-2018 |
ISIN | US0732711082 | Agenda | 934717363 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of November 26, 2017, as it may be amended, supplemented or modified from time to time, by and among Bazaarvoice, Inc., BV Parent, LLC and BV Merger Sub, Inc. and approve the Merger. |
| Management |
| For |
| For |
|
2. |
| To adjourn the Special Meeting, if necessary and for a minimum period of time reasonable under the circumstances, to ensure that any necessary supplement or amendment to the proxy statement is provided to the stockholders of Bazaarvoice, Inc. a reasonable amount of time in advance of the Special Meeting, ...(due to space limits, see proxy statement for full proposal). |
| Management |
| For |
| For |
|
3. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for Bazaarvoice, Inc.’s named executive officers in connection with the Merger. |
| Management |
| For |
| For |
|
MONSANTO COMPANY
Security | 61166W101 | Meeting Type | Annual |
Ticker Symbol | MON | Meeting Date | 31-Jan-2018 |
ISIN | US61166W1018 | Agenda | 934714848 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Dwight M. “Mitch” Barns |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Gregory H. Boyce |
| Management |
| For |
| For |
|
1C. |
| Election of Director: David L. Chicoine, Ph.D. |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Janice L. Fields |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Hugh Grant |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Laura K. Ipsen |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Marcos M. Lutz |
| Management |
| For |
| For |
|
1H. |
| Election of Director: C. Steven McMillan |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Jon R. Moeller |
| Management |
| For |
| For |
|
1J. |
| Election of Director: George H. Poste, Ph.D., D.V.M. |
| Management |
| For |
| For |
|
1K. |
| Election of Director: Robert J. Stevens |
| Management |
| For |
| For |
|
1L. |
| Election of Director: Patricia Verduin, Ph.D. |
| Management |
| For |
| For |
|
2. |
| Ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory (Non-Binding) vote to approve executive compensation. |
| Management |
| For |
| For |
|
4. |
| Shareowner proposal: Bylaw amendment to create Board Human Rights Committee. |
| Shareholder |
| Against |
| For |
|
ROCKWELL COLLINS, INC.
Security | 774341101 | Meeting Type | Annual |
Ticker Symbol | COL | Meeting Date | 01-Feb-2018 |
ISIN | US7743411016 | Agenda | 934713872 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
| |
1. |
| DIRECTOR |
| Management |
|
|
|
|
| |
|
| 1 | A. J. CARBONE |
|
|
| For |
| For |
|
|
| 2 | R.K. ORTBERG |
|
|
| For |
| For |
|
|
| 3 | C.L. SHAVERS |
|
|
| For |
| For |
|
2. |
| ADVISORY VOTE ON EXECUTIVE COMPENSATION: FOR A NON-BINDING RESOLUTION TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
| |
3. |
| SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM: FOR THE SELECTION OF DELOITTE & TOUCHE LLP FOR FISCAL YEAR 2018. |
| Management |
| For |
| For |
|
BUFFALO WILD WINGS, INC.
Security | 119848109 | Meeting Type | Special |
Ticker Symbol | BWLD | Meeting Date | 02-Feb-2018 |
ISIN | US1198481095 | Agenda | 934716955 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Merger Proposal: To approve the Agreement and Plan of Merger, dated as of November 27, 2017 (which, as it may be amended from time to time, we refer to as the “merger agreement”), by and among Buffalo Wild Wings, Inc., Arby’s Restaurant Group, Inc., and IB Merger Sub I Corporation, pursuant to which Buffalo Wild ...(due to space limits, see proxy statement for full proposal). |
| Management |
| For |
| For |
|
2. |
| Golden Parachute Proposal: To approve, in a non-binding advisory vote, certain compensation that may be paid or become payable by Buffalo Wild Wings, Inc. to its named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| Adjournment Proposal: To approve one or more adjournments of the special meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to approve the merger agreement at the time of the special meeting. |
| Management |
| For |
| For |
|
GENERAL COMMUNICATION, INC.
Security | 369385109 | Meeting Type | Special |
Ticker Symbol | GNCMA | Meeting Date | 02-Feb-2018 |
ISIN | US3693851095 | Agenda | 934717298 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1) |
| REORGANIZATION AGREEMENT PROPOSAL: TO APPROVE THE ADOPTION OF THE AGREEMENT AND PLAN OF REORGANIZATION, DATED AS OF APRIL 4, 2017 (AS MAY BE AMENDED FROM TIME TO TIME, THE REORGANIZATION AGREEMENT) AMONG GENERAL COMMUNICATION, INC. (GCI), LIBERTY INTERACTIVE CORPORATION (LIBERTY INTERACTIVE) AND LIBERTY INTERACTIVE LLC, A DIRECT WHOLLY-OWNED SUBSIDIARY OF LIBERTY INTERACTIVE (LIBERTY LLC) AND THE TRANSACTIONS CONTEMPLATED THEREBY. |
| Management |
| For |
| For |
|
2) |
| RESTATED GCI LIBERTY ARTICLES PROPOSAL: TO APPROVE THE ADOPTION OF THE RESTATED ARTICLES OF INCORPORATION OF GCI TO, AMONG OTHER THINGS, CHANGE THE NAME OF GCI TO “GCI LIBERTY, INC. “(GCI LIBERTY), EFFECT THE RECLASSIFICATION OF GCI’S CAPITAL STOCK AND PROVIDE FOR THE TERMS OF THE AUTO CONVERSION (AS SUCH TERMS ARE DEFINED IN THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS). |
| Management |
| For |
| For |
|
3) |
| Share Issuance Proposal: To approve the issuance of shares of GCI Liberty Class A common stock, no par value, and shares of GCI Liberty Class B common stock, no par value, to Liberty LLC in connection with the contribution (as such term is defined in the accompanying joint proxy statement/prospectus), which will be equal to the number of shares of Series A Liberty Ventures common stock and Series B Liberty Ventures common stock, respectively, outstanding on the date of the contribution. |
| Management |
| For |
| For |
|
4) |
| GCI COMPENSATION PROPOSAL: TO APPROVE, BY ADVISORY (NONBINDING) VOTE, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF GCI IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THE REORGANIZATION AGREEMENT. |
| Management |
| For |
| For |
|
5) |
| GCI ADJOURNMENT PROPOSAL: TO AUTHORIZE THE ADJOURNMENT OF THE SPECIAL MEETING BY GCI TO PERMIT FURTHER SOLICITATION OF PROXIES, IF NECESSARY OR APPROPRIATE, IF SUFFICIENT VOTES ARE NOT REPRESENTED AT THE GCI SPECIAL MEETING TO APPROVE THE OTHER PROPOSALS TO BE PRESENTED AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
STRAIGHT PATH COMMUNICATIONS, INC
Security | 862578101 | Meeting Type | Annual |
Ticker Symbol | STRP | Meeting Date | 06-Feb-2018 |
ISIN | US8625781013 | Agenda | 934714329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Davidi Jonas |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: K. Chris Todd |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: William F. Weld |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Fred S. Zeidman |
| Management |
| For |
| For |
|
BARRACUDA NETWORKS, INC.
Security | 068323104 | Meeting Type | Special |
Ticker Symbol | CUDA | Meeting Date | 07-Feb-2018 |
ISIN | US0683231049 | Agenda | 934720081 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve and adopt the Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”), dated November 26, 2017, by and among Barracuda Networks, Inc., Project Deep Blue Holdings, LLC and Project Deep Blue Merger Corp. |
| Management |
| For |
| For |
|
2. |
| To approve any proposal to adjourn the Special Meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. |
| Management |
| For |
| For |
|
CALATLANTIC GROUP, INC.
Security | 128195104 | Meeting Type | Special |
Ticker Symbol | CAA | Meeting Date | 12-Feb-2018 |
ISIN | US1281951046 | Agenda | 934718694 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of October 29, 2017, by and among CalAtlantic Group, Inc. (“CalAtlantic”), Lennar Corporation, a Delaware corporation (“Lennar”), and Cheetah Cub Group Corp., a newly formed Delaware corporation and a wholly-owned subsidiary of Lennar (“Merger Sub”). |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory (non-binding) basis, specified compensatory arrangements between CalAtlantic and its named executive officers relating to the proposed merger of CalAtlantic with and into Merger Sub. |
| Management |
| For |
| For |
|
3. |
| To approve one or more proposals to adjourn the CalAtlantic special meeting, if necessary or appropriate, including adjournments to solicit additional proxies if there are not sufficient votes to approve the foregoing proposals. |
| Management |
| For |
| For |
|
EXACTECH, INC.
Security | 30064E109 | Meeting Type | Special |
Ticker Symbol | EXAC | Meeting Date | 13-Feb-2018 |
ISIN | US30064E1091 | Agenda | 934720891 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Approval of the Agreement and Plan of Merger, dated as of October 22, 2017, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated December 3, 2017, as it may be amended from time to time, among the Company, Osteon Holdings, L.P. and Osteon Merger Sub, Inc. (the “Merger Agreement”). |
| Management |
| Against |
| Against |
|
2. |
| Approval, by non-binding, advisory vote, of compensation that will or may become payable to the Company’s named executive officers in connection with the merger. |
| Management |
| Against |
| Against |
|
3. |
| Adjournment of the Special Meeting, if necessary or appropriate, for, among other reasons, the solicitation of additional proxies in the event that there are insufficient votes at the time of the Special Meeting to approve the proposal to approve the Merger Agreement. |
| Management |
| For |
| For |
|
GENERAL CABLE CORPORATION
Security | 369300108 | Meeting Type | Special |
Ticker Symbol | BGC | Meeting Date | 16-Feb-2018 |
ISIN | US3693001089 | Agenda | 934721235 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of December 3, 2017 (the “Merger Agreement”), by and among General Cable Corporation (“General Cable”), Prysmian S.p.A. and Alisea Corp. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for General Cable’s named executive officers in connection with the merger contemplated by the Merger Agreement. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the proposal to adopt the Merger Agreement or in the absence of a quorum. |
| Management |
| For |
| For |
|
ENTELLUS MEDICAL, INC.
Security | 29363K105 | Meeting Type | Special |
Ticker Symbol | ENTL | Meeting Date | 26-Feb-2018 |
ISIN | US29363K1051 | Agenda | 934724089 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| The Merger Proposal: The proposal to adopt the Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”),dated December 7, 2017, by and among Stryker Corporation, Explorer Merger Sub Corp. and Entellus Medical, Inc., and approve the transactions contemplated thereby, including the merger of Explorer Merger Sub Corp. with and into Entellus Medical, Inc., with Entellus Medical, Inc. continuing as the surviving corporation and a direct or indirect wholly owned subsidiary of stryker corporation (the “merger”). |
| Management |
| For |
| For |
|
2. |
| The Adjournment Proposal: The proposal to approve the adjournment of the special meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to approve the proposal to adopt the Merger Agreement and the transactions contemplated thereby, including the Merger, at the time of the special meeting. |
| Management |
| For |
| For |
|
NETS A/S
Security | K7010W100 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 27-Feb-2018 |
ISIN | DK0060745370 | Agenda | 708962178 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR-AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTIONS 1.A TO 1.D. THANK YOU |
| Non-Voting |
|
|
|
|
|
1.A |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: STEFAN GOTZ |
| Management |
| For |
| For |
|
1.B |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: PATRICK HEALY |
| Management |
| For |
| For |
|
1.C |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: JOHANNES KORP |
| Management |
| For |
| For |
|
1.D |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: ZITA SAUREL |
| Management |
| For |
| For |
|
2.A |
| AMENDMENT OF ARTICLE 4.2, ARTICLE 4.4 AND ARTICLE 4.5 AND REMOVAL OF ARTICLE 8.2 OF THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
2.B |
| AMENDMENT OF ARTICLE 4.6 OF THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
TOWER LTD, AUCKLAND
Security | Q91556102 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 01-Mar-2018 |
ISIN | NZTWRE0011S2 | Agenda | 708973424 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECORD THE REAPPOINTMENT OF PRICEWATERHOUSECOOPERS AS AUDITOR OF TOWER LIMITED AND TO AUTHORISE THE DIRECTORS TO FIX THE AUDITOR’S REMUNERATION |
| Management |
| For |
| For |
|
2 |
| TO RE-ELECT STEVE SMITH AS A DIRECTOR |
| Management |
| For |
| For |
|
3 |
| TO ELECT WENDY THORPE AS A DIRECTOR |
| Management |
| For |
| For |
|
DYNEGY INC.
Security | 26817R108 | Meeting Type | Special |
Ticker Symbol | DYN | Meeting Date | 02-Mar-2018 |
ISIN | US26817R1086 | Agenda | 934724128 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement of Plan and Merger, dated as of October 29, 2017 (the “Merger Agreement”), by and between Vistra Energy Corp. (“Vistra Energy”) and Dynegy Inc. (“Dynegy”), as it may be amended from time to time, pursuant to which, among other things, Dynegy will merge with and into Vistra Energy (the “Merger”), with Vistra Energy continuing as the surviving corporation (the “Merger Proposal”). |
| Management |
| For |
| For |
|
2. |
| Approve a non-binding advisory vote on compensation payable to executive officers of Dynegy in connection with the Merger. |
| Management |
| For |
| For |
|
3. |
| Approve the adjournment of the Dynegy special meeting, if necessary or appropriate, for the purpose of soliciting additional votes for the approval of the Merger Proposal. |
| Management |
| For |
| For |
|
REFRESCO GROUP N.V.
Security | N73488103 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 05-Mar-2018 |
ISIN | NL0011214010 | Agenda | 708909215 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| OPENING |
| Non-Voting |
|
|
|
|
|
2 |
| EXPLANATION OF THE RECOMMENDED PUBLIC OFFER BY SUNSHINE INVESTMENTS B.V. FOR-ALL THE ISSUED AND OUTSTANDING SHARES IN THE SHARE CAPITAL OF THE COMPANY IN-CONSIDERATION OF EUR 20 PER SHARE (THE OFFER) |
| Non-Voting |
|
|
|
|
|
3.A |
| CONDITIONAL APPROVAL OF THE ASSET SALE (AS DEFINED IN THE EXPLANATORY NOTES) AS REQUIRED UNDER ARTICLE 2:107A OF THE DUTCH CIVIL CODE (THE DCC) |
| Management |
| For |
| For |
|
3.B |
| CONDITIONAL RESOLUTION TO (I) DISSOLVE (ONTBINDEN) THE COMPANY IN ACCORDANCE WITH ARTICLE 2:19 OF THE DCC AND (II) APPOINT REFRESCO HOLDING B.V. AS THE CUSTODIAN OF THE BOOKS AND RECORDS OF THE COMPANY IN ACCORDANCE WITH ARTICLE 2:24 OF THE DCC |
| Management |
| For |
| For |
|
4 |
| CONDITIONAL AMENDMENT OF THE ARTICLES OF ASSOCIATION OF THE COMPANY (THE ARTICLES OF ASSOCIATION) IN ORDER TO EFFECT CONVERSION OF THE COMPANY FROM A PUBLIC LIMITED LIABILITY COMPANY TO A PRIVATE LIMITED LIABILITY COMPANY |
| Management |
| For |
| For |
|
5.A |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE (AS DEFINED IN THE EXPLANATORY NOTES) OF MR. PITTMAN AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.B |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. REMEDIOS AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.C |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. STEVENIN AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.D |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. BRUGERE AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
6 |
| CONDITIONAL GRANTING OF FULL AND FINAL DISCHARGE FROM LIABILITY TO MR. DIJKHUIZEN, MR. GORVY, MR. KUNZ, MRS. PLOCHAET AND MR. SIGURDSSON AS RESIGNING MEMBERS OF THE SUPERVISORY BOARD FOR THEIR FUNCTIONING UNTIL THE DATE OF THE EGM, AS PER THE SETTLEMENT DATE |
| Management |
| For |
| For |
|
7 |
| ANY OTHER BUSINESS |
| Non-Voting |
|
|
|
|
|
8 |
| CLOSING |
| Non-Voting |
|
|
|
|
|
HOGG ROBINSON GROUP PLC
Security | G4612Q107 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 05-Mar-2018 |
ISIN | GB00B1CM8S45 | Agenda | 708970997 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO APPROVE THE PROPOSED DISPOSAL BY THE COMPANY OF FRAEDOM HOLDINGS LIMITED AND FRAEDOM LLC AND TO AUTHORISE THE DIRECTORS OF THE COMPANY TO DO ALL THINGS NECESSARY TO PROCURE THE IMPLEMENTATION OR COMPLETION OF THE DISPOSAL |
| Management |
| For |
| For |
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Special |
Ticker Symbol | AET | Meeting Date | 13-Mar-2018 |
ISIN | US00817Y1082 | Agenda | 934728227 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve and adopt the Agreement and Plan of Merger, dated as of December 3, 2017, as it may be amended from time to time, among CVS Health Corporation, Hudson Merger Sub Corp. and Aetna Inc. (the “merger agreement”). |
| Management |
| For |
| For |
|
2. |
| To approve the adjournment from time to time of the Special Meeting of Shareholders of Aetna Inc. if necessary to solicit additional proxies if there are not sufficient votes to approve and adopt the merger agreement at the time of the Special Meeting of Shareholders of Aetna Inc. or any adjournment or postponement thereof. |
| Management |
| For |
| For |
|
3. |
| To approve, on an advisory (non-binding) basis, the compensation that will or may be paid or provided by Aetna Inc. to its named executive officers in connection with the merger of Hudson Merger Sub Corp. with and into Aetna Inc. |
| Management |
| For |
| For |
|
ACONEX LTD, MELBOURNE VIC
Security | Q00794109 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 14-Mar-2018 |
ISIN | AU000000ACX1 | Agenda | 708966354 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| APPROVAL OF THE SCHEME |
| Management |
| For |
| For |
|
HOGG ROBINSON GROUP PLC
Security | G4612Q107 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 16-Mar-2018 |
ISIN | GB00B1CM8S45 | Agenda | 708987586 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY (ARTICLE 143) |
| Management |
|
|
|
|
|
2 |
| TO APPROVE THE AMENDMENT OF THE SERVICE CONTRACT OF MICHELE MAHER IN THE MANNER SET OUT IN THE NOTICE OF GENERAL MEETING |
| Management |
|
|
|
|
|
HOGG ROBINSON GROUP PLC
Security | G4612Q107 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 16-Mar-2018 |
ISIN | GB00B1CM8S45 | Agenda | 708987598 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT |
| Non-Voting |
|
|
|
|
|
1 |
| FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE “SCHEME”) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS (AS DEFINED IN THE SCHEME DOCUMENT) |
| Management |
|
|
|
|
|
TDC A/S
Security | K94545116 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 16-Mar-2018 |
ISIN | DK0060228559 | Agenda | 708992967 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTION NUMBERS 5.A TO 5.G AND 6. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR-AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION |
| Non-Voting |
|
|
|
|
|
CMMT |
| ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE-IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF |
| Non-Voting |
|
|
|
|
|
1 |
| THE REPORT OF THE BOARD OF DIRECTORS ON THE COMPANY’S ACTIVITIES DURING THE-PAST YEAR |
| Non-Voting |
|
|
|
|
|
2 |
| PRESENTATION AND ADOPTION OF THE ANNUAL REPORT |
| Management |
| For |
| For |
|
3 |
| RESOLUTION TO DISCHARGE THE BOARD OF DIRECTORS AND THE EXECUTIVE COMMITTEE FROM LIABILITY |
| Management |
| For |
| For |
|
4 |
| RESOLUTION ON THE DISTRIBUTION OF PROFITS |
| Management |
| For |
| For |
|
5.A |
| RE-ELECTION OF PIERRE DANON TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.B |
| RE-ELECTION OF LENE SKOLE TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.C |
| RE-ELECTION OF STINE BOSSE TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.D |
| RE-ELECTION OF ANGUS PORTER TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.E |
| RE-ELECTION OF MARIANNE RORSLEV BOCK TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.F |
| RE-ELECTION OF PETER KNOOK TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.G |
| RE-ELECTION OF BENOIT SCHEEN TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
6 |
| ELECTION OF AUDITOR: THE BOARD OF DIRECTORS PROPOSES RE-ELECTION OF PRICEWATERHOUSECOOPERS STATSAUTORISERET REVISIONSPARTNERSELSKAB |
| Management |
| For |
| For |
|
7.A |
| AMENDMENT OF THE COMPANY’S REMUNERATION POLICY FOR TDC’S TOP MANAGEMENT (BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE, AND AMENDMENT TO ARTICLE 16A OF THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
7.B |
| ADOPTION OF THE BOARD OF DIRECTORS’ REMUNERATION FOR 2018 |
| Management |
| For |
| For |
|
7.C |
| AMENDMENT OF THE ARTICLES OF ASSOCIATION REGARDING RETIREMENT AGE FOR MEMBERS OF THE BOARD OF DIRECTORS: ARTICLE 14(2) |
| Management |
| For |
| For |
|
7.D |
| OTHER AMENDMENTS OF THE ARTICLES OF ASSOCIATION: ARTICLES 6, 8, 10, 16A AND 22 |
| Management |
| For |
| For |
|
8 |
| ANY OTHER BUSINESS |
| Non-Voting |
|
|
|
|
|
CMMT |
| 27 FEB 2018: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF TEXT-OF RESOLUTIONS 5.A TO 5.G. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO-NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK-YOU |
| Non-Voting |
|
|
|
|
|
MARVELL TECHNOLOGY GROUP LTD.
Security | G5876H105 | Meeting Type | Special |
Ticker Symbol | MRVL | Meeting Date | 16-Mar-2018 |
ISIN | BMG5876H1051 | Agenda | 934727073 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Share Issuance Proposal: To approve the issuance of Marvell common shares (the “Marvell Share Issuance”) in connection with the merger (the “Merger”) of Kauai Acquisition Corp. with and into Cavium, Inc.(“Cavium”), with Cavium continuing as the surviving corporation in the Merger and as a direct wholly owned subsidiary of Marvell Technology, Inc. |
| Management |
| Against |
| Against |
|
2. |
| Adjournment Proposal: To approve adjournments of the Marvell general meeting, if necessary or appropriate, to permit further solicitation of proxies if there are not sufficient votes at the time of the Marvell general meeting to approve the Marvell Share Issuance (the “Marvell Adjournment Proposal”). |
| Management |
| Against |
| Against |
|
COM HEM HOLDING AB, STOCKHOLM
Security | W2R054108 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 21-Mar-2018 |
ISIN | SE0005999778 | Agenda | 708980265 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS AN AGAINST VOTE IF THE MEETING-REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| OPENING OF THE MEETING |
| Non-Voting |
|
|
|
|
|
2 |
| ELECTION OF THE CHAIRMAN OF THE MEETING: BJORN KRISTIANSSON |
| Non-Voting |
|
|
|
|
|
3 |
| PREPARATION AND APPROVAL OF THE VOTING LIST |
| Non-Voting |
|
|
|
|
|
4 |
| APPROVAL OF THE AGENDA |
| Non-Voting |
|
|
|
|
|
5 |
| ELECTION OF ONE OR TWO PERSONS TO VERIFY THE MINUTES |
| Non-Voting |
|
|
|
|
|
6 |
| DETERMINATION AS TO WHETHER THE MEETING HAS BEEN DULY CONVENED |
| Non-Voting |
|
|
|
|
|
7 |
| PRESENTATION OF (A) THE ANNUAL REPORT AND THE AUDITOR’S REPORT; AND (B) THE-CONSOLIDATED ACCOUNTS AND THE AUDITOR’S REPORT OVER THE CONSOLIDATED ACCOUNTS |
| Non-Voting |
|
|
|
|
|
8 |
| REPORT BY THE CEO AND QUESTIONS FROM THE SHAREHOLDERS |
| Non-Voting |
|
|
|
|
|
9.A |
| RESOLUTION ON ADOPTION OF THE PROFIT AND LOSS ACCOUNT AND THE BALANCE SHEET AS WELL AS THE CONSOLIDATED PROFIT AND LOSS ACCOUNT AND THE CONSOLIDATED BALANCE SHEET |
| Management |
|
|
|
|
|
9.B |
| RESOLUTION ON APPROPRIATION OF THE COMPANY’S PROFIT AS STATED IN THE ADOPTED BALANCE SHEET AND RECORD DATE FOR DIVIDEND: SEK 6.00 PER SHARE |
| Management |
|
|
|
|
|
9.C |
| RESOLUTION ON DISCHARGE FROM LIABILITY OF THE MEMBERS OF THE BOARD AND THE MANAGING DIRECTOR |
| Management |
|
|
|
|
|
10 |
| REPORT ON THE WORK OF THE NOMINATION COMMITTEE |
| Non-Voting |
|
|
|
|
|
11 |
| DETERMINATION OF THE NUMBER OF MEMBERS OF THE BOARD (5) AND WITHOUT ANY DEPUTY MEMBERS OF THE BOARD |
| Management |
|
|
|
|
|
12 |
| DETERMINATION OF THE NUMBER OF AUDITORS (1) AND WITHOUT ANY DEPUTY AUDITORS |
| Management |
|
|
|
|
|
13 |
| DETERMINATION OF THE REMUNERATION TO THE MEMBERS OF THE BOARD AND THE AUDITOR |
| Management |
|
|
|
|
|
14.A |
| RE-ELECTION OF ANDREW BARRON AS MEMBER OF THE BOARD |
| Management |
|
|
|
|
|
14.B |
| RE-ELECTION OF MONICA CANEMAN AS MEMBER OF THE BOARD |
| Management |
|
|
|
|
|
14.C |
| RE-ELECTION OF THOMAS EKMAN AS MEMBER OF THE BOARD |
| Management |
|
|
|
|
|
14.D |
| RE-ELECTION OF EVA LINDQVIST AS MEMBER OF THE BOARD |
| Management |
|
|
|
|
|
14.E |
| RE-ELECTION OF ANDERS NILSSON AS MEMBER OF THE BOARD |
| Management |
|
|
|
|
|
14.F |
| RE-ELECTION OF ANDREW BARRON AS CHAIRMAN OF THE BOARD |
| Management |
|
|
|
|
|
15 |
| ELECTION OF AUDITOR: KPMG AB |
| Management |
|
|
|
|
|
16 |
| RESOLUTION ON THE NOMINATION COMMITTEE: THE MEMBERS OF THE NOMINATION COMMITTEE HAVE NOW BEEN APPOINTED: CRISTINA STENBECK, CHAIRMAN OF THE NOMINATION COMMITTEE, APPOINTED BY KINNEVIK AB, HENRY GUEST, APPOINTED BY ADELPHI CAPITAL LLP, ANDREW BARRON, CHAIRMAN OF COM HEM HOLDING AB (PUBL). THE TWO OWNER REPRESENTATIVES OF THE NOMINATION COMMITTEE REPRESENT APPROXIMATELY 24.3 PERCENT OF THE VOTING RIGHTS FOR ALL SHARES OF COM HEM HOLDING AB |
| Management |
|
|
|
|
|
17 |
| RESOLUTION ON THE BOARD’S PROPOSAL FOR GUIDELINES FOR REMUNERATION TO SENIOR EXECUTIVES |
| Management |
|
|
|
|
|
18 |
| RESOLUTION ON THE BOARD’S PROPOSAL ON (A) REDUCTION OF THE SHARE CAPITAL BY WAY OF CANCELLATION OF OWN SHARES (B) INCREASE OF THE SHARE CAPITAL BY WAY OF BONUS ISSUE |
| Management |
|
|
|
|
|
19 |
| CLOSING OF THE MEETING |
| Non-Voting |
|
|
|
|
|
AVIGILON CORPORATION
Security | 05369Q106 | Meeting Type | Special |
Ticker Symbol | AIOCF | Meeting Date | 22-Mar-2018 |
ISIN | CA05369Q1063 | Agenda | 934730715 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| To approve an arrangement under Section 192 of the Canada Business Corporations Act involving the Corporation, Motorola Solutions, Inc. and Motorola Solutions Canada Holdings Inc., by way of a special resolution of shareholders, the full text of which is set out in Appendix A to the management information circular of the Corporation accompanying this Voting Instruction Form. |
| Management |
| For |
| For |
|
PURE INDUSTRIAL REAL ESTATE TRUST
Security | 74623T108 | Meeting Type | Special |
Ticker Symbol | PDTRF | Meeting Date | 23-Mar-2018 |
ISIN | CA74623T1084 | Agenda | 934730359 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO CONSIDER AND, IF THOUGHT ADVISABLE, TO PASS, WITH OR WITHOUT AMENDMENT, A SPECIAL RESOLUTION (THE “ARRANGEMENT RESOLUTION”) TO APPROVE A PLAN OF ARRANGEMENT UNDER DIVISION 5 OF PART 9 OF THE BUSINESS CORPORATIONS ACT (BRITISH COLUMBIA) WHEREBY, AMONG OTHER THINGS, BPP PRISTINE HOLDINGS ULC WOULD ACQUIRE ALL OF THE ISSUED AND OUTSTANDING CLASS A UNITS (THE “UNITS”) OF PURE INDUSTRIAL REAL ESTATE TRUST (THE “TRUST”), AS MORE PARTICULARLY DESCRIBED IN THE INFORMATION CIRCULAR. |
| Management |
| For |
| For |
|
SNYDER’S-LANCE, INC.
Security | 833551104 | Meeting Type | Special |
Ticker Symbol | LNCE | Meeting Date | 23-Mar-2018 |
ISIN | US8335511049 | Agenda | 934731084 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Proposal to approve the Agreement and Plan of Merger, dated as of December 18, 2017, entered into among Snyder’s-Lance, Inc. (the “Company”), Campbell Soup Company (“Campbell”), and Twist Merger Sub, Inc. (“Merger Sub”), including the Plan of Merger included therein, each as may be amended from time to time (the “merger agreement”), (the “merger”). |
| Management |
| For |
| For |
|
2. |
| Proposal to adjourn the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the merger agreement. |
| Management |
| For |
| For |
|
3. |
| Proposal to approve, on a non-binding, advisory basis, the payment of certain compensation and benefits to the Company’s named executive officers that is based on or otherwise relates to the merger. |
| Management |
| For |
| For |
|
DST SYSTEMS, INC.
Security | 233326107 | Meeting Type | Special |
Ticker Symbol | DST | Meeting Date | 28-Mar-2018 |
ISIN | US2333261079 | Agenda | 934733040 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement and Plan of Merger, dated as of January 11, 2018 (the “Merger Agreement”) among DST Systems, Inc. (“DST”), SS&C Technologies Holdings, Inc. and Diamond Merger Sub, Inc., thereby approving the transactions contemplated by the Merger Agreement, including the merger. |
| Management |
| For |
| For |
|
2. |
| Approve, by a non-binding, advisory vote, compensation that will or may become payable by DST to its named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| Approve one or more adjournments of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the special meeting. |
| Management |
| For |
| For |
|
CALLIDUS SOFTWARE INC.
Security | 13123E500 | Meeting Type | Special |
Ticker Symbol | CALD | Meeting Date | 29-Mar-2018 |
ISIN | US13123E5006 | Agenda | 934732012 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of January 29, 2018, by and among SAP America, Inc., Emerson One Acquisition Corp., and Callidus Software Inc. (“Callidus”). |
| Management |
| For |
| For |
|
2. |
| To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to Callidus’s named executive officers that is based on or otherwise relates to the merger. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the special meeting to a later date, if board of directors determines that it is necessary or appropriate and is permitted by the merger agreement, to solicit additional proxies if there is not a quorum present or there are not sufficient votes in favor of the adoption of the merger agreement at the time of the special meeting. |
| Management |
| For |
| For |
|
BLACKHAWK NETWORK HOLDINGS, INC.
Security | 09238E104 | Meeting Type | Special |
Ticker Symbol | HAWK | Meeting Date | 30-Mar-2018 |
ISIN | US09238E1047 | Agenda | 934736515 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of January 15, 2018 (as it may be amended from time to time, the “merger agreement”), by and among Blackhawk Network Holdings, Inc., a Delaware corporation (the “Company”), BHN Holdings, Inc., a Delaware corporation (“Parent”) and BHN Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “merger”) |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to the Company’s named executive officers in connection with the merger |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the proposal to adopt the merger agreement or in the absence of a quorum |
| Management |
| For |
| For |
|
KINDRED HEALTHCARE, INC.
Security | 494580103 | Meeting Type | Special |
Ticker Symbol | KND | Meeting Date | 05-Apr-2018 |
ISIN | US4945801037 | Agenda | 934731173 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement and Plan of Merger, dated as of December 19, 2017, among Kindred Healthcare, Inc., Kentucky Hospital Holdings, LLC, Kentucky Homecare Holdings, Inc. and Kentucky Homecare Merger Sub, Inc. (as may be amended from time to time, the “merger agreement”). |
| Management |
| Against |
| Against |
|
2. |
| Approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Kindred Healthcare, Inc.’s named executive officers in connection with the merger. |
| Management |
| Against |
| Against |
|
3. |
| Approve the adjournment of the special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to adopt the merger agreement. |
| Management |
| For |
| For |
|
LAIRD PLC
Security | G53508175 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 17-Apr-2018 |
ISIN | GB00B1VNST91 | Agenda | 709102711 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO APPROVE THE SCHEME IN ACCORDANCE WITH THE TERMS OF THE NOTICE CONVENING THE COURT MEETING |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
LAIRD PLC
Security | G53508175 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 17-Apr-2018 |
ISIN | GB00B1VNST91 | Agenda | 709126418 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF LAIRD PLC AND RE-REGISTRATION OF LAIRD PLC AS A PRIVATE COMPANY |
| Management |
| For |
| For |
|
STUDENT TRANSPORTATION INC.
Security | 86388A108 | Meeting Type | Special |
Ticker Symbol | STB | Meeting Date | 19-Apr-2018 |
ISIN | CA86388A1084 | Agenda | 934757254 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| To consider, pursuant to the Interim Order of the Ontario Superior Court of Justice (Commercial List) dated March 21, 2018 and, if deemed advisable, to pass, with or without variation, a special resolution, the full text of which is set out in Appendix B to the accompanying management information circular of Student Transportation Inc. (the “Company”) dated March 21, 2018 (the “Circular”), to authorize and approve an arrangement under Section 182 of the Business Corporations Act, as more particularly described in the information circular. |
| Management |
| For |
| For |
|
YOOX NET-A-PORTER GROUP S.P.A
Security | T9846S106 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 20-Apr-2018 |
ISIN | IT0003540470 | Agenda | 709249836 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 911925 DUE TO RESOLUTION-5 HAS BEEN SPLIT INTO SUB-VOTABLE ITEMS AND ADDITION OF RESOLUTION 4.2. ALL-VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE-EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON-THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE-MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL-MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF-ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING.-THANK YOU |
| Non-Voting |
|
|
|
|
|
1 |
| YOOX NET-A PORTER GROUP S.P.A. STATUTORY FINANCIAL STATEMENTS AS AT 31 DECEMBER 2017. DIRECTORS’ MANAGEMENT REPORT. REPORT OF THE BOARD OF STATUTORY AUDITORS PURSUANT TO ARTICLE 153 OF LEGISLATIVE DECREE 58/1998 AND INDEPENDENT AUDITORS’ REPORT. PRESENTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 DECEMBER 2017. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
2 |
| REMUNERATION REPORT PURSUANT TO ART. 123-TER OF LEGISLATIVE DECREE 58/1998. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
3.1 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF NUMBER OF MEMBERS |
| Management |
| For |
| For |
|
3.2 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF THE ENGAGEMENT TERM |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES TO BE ELECTED AS BOARD OF-DIRECTORS, THERE IS ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE MEETING. THE-STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND IF YOU ARE-REQUIRED TO VOTE FOR ONLY 1 OF THE 2 SLATES OF BOARD OF DIRECTORS. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THE MANAGEMENT MAKES NO VOTE RECOMMENDATION FOR THE-CANDIDATES PRESENTED IN THE SLATES UNDER RESOLUTIONS 3.3.1 AND 3.3.2 |
| Non-Voting |
|
|
|
|
|
3.3.1 |
| TO APPOINT THE BOARD OF DIRECTORS. LIST PRESENTED BY THE OUTGOING BOARD OF DIRECTORS. FEDERICO MARCHETTI STEFANO VALERIO ROBERT KUNZE-CONCEWITZ EVA CHEN LAURA ZONI CATHERINE MARINE YVONNE GE’RARDIN - RICHARD LEPEU CEDRIC BOSSET RAFFAELLO NAPOLEONE |
| Management |
| For |
| For |
|
3.3.2 |
| TO APPOINT THE BOARD OF DIRECTORS. LIST PRESENTED BY A GROUP OF INVESTORS REPRESENTING COLLECTIVELY 1.02085PCT OF THE STOCK CAPITAL. ALESSANDRO ROBIN FOTI |
| Management |
|
|
|
|
|
3.4 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF REMUNERATION |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ALTHOUGH THERE ARE 2 OPTIONS TO INDICATE A PREFERENCE ON-THIS RESOLUTION, ONLY ONE CAN BE SELECTED. THE STANDING INSTRUCTIONS FOR THIS-MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR-ONLY 1 OF THE 2 OPTIONS BELOW, YOUR OTHER VOTES MUST BE EITHER AGAINST OR-ABSTAIN THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THE MANAGEMENT MAKES NO VOTE RECOMMENDATION FOR THE-CANDIDATES PRESENTED IN THE SLATES UNDER RESOLUTIONS 4.1.1 AND 4.1.2 |
| Non-Voting |
|
|
|
|
|
4.1.1 |
| TO APPOINT THE INTERNAL AUDITORS AND THEIR CHAIRMAN. LIST PRESENTED BY SHAREHOLDER FEDERICO MACHETTI, REPRESENTING, DIRECTLY AND INDIRECTLY THROUGH MAVIS S.R.L. 5.6PCT OF THE STOCK CAPITAL. EFFECTIVE AUDITORS GIOVANNI NACCARATO -MARCO MARIA FUMAGALLI PATRIZIA ARIENTI ALTERNATE AUDITORS SALVATORE TARSIA NICOLETTA MARIA COLOMBO |
| Management |
| For |
| For |
|
4.1.2 |
| TO APPOINT THE INTERNAL AUDITORS AND THEIR CHAIRMAN. LIST PRESENTED BY A GROUP OF INVESTORS COLLECTIVELY REPRESENTING 1.02085PCT OF THE STOCK CAPITAL. EFFECTIVE AUDITOR GIUSEPPE CERATI ALTERNATE AUDITOR MYRIAM AMATO |
| Management |
| For |
| For |
|
4.2 |
| APPOINTMENT OF THE BOARD OF STATUTORY AUDITOR AND ITS CHAIRMAN. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: APPOINTMENT OF THE CHAIRMAN |
| Management |
| For |
| For |
|
4.3 |
| APPOINTMENT OF THE BOARD OF STATUTORY AUDITOR AND ITS CHAIRMAN. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTIONS |
| Management |
| For |
| For |
|
5.1 |
| APPOINTMENT OF INDEPENDENT AUDITOR FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014. ANY CONSEQUENT RESOLUTION: APPOINTMENT OF INDEPENDENT AUDITORS FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014 |
| Management |
| For |
| For |
|
5.2 |
| APPOINTMENT OF INDEPENDENT AUDITOR FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014. ANY CONSEQUENT RESOLUTION: DETERMINATION OF THE REMUNERATION. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT THE ITALIAN LANGUAGE AGENDA IS AVAILABLE BY CLICKING ON THE-URL LINK:-https://materials.proxyvote.com/approved/99999z/198401 01/nps_348961.pdf AND-https://materials.proxyvote.com/approved/99999z/198401 01/nps_351865.pdf |
| Non-Voting |
|
|
|
|
|
ABLYNX NV, ZWIJNAARDE
Security | B0031S109 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 26-Apr-2018 |
ISIN | BE0003877942 | Agenda | 709129589 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ACKNOWLEDGEMENT OF THE ANNUAL REPORT OF THE BOARD OF DIRECTORS WITH REGARD TO-THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| ACKNOWLEDGEMENT OF THE REPORT OF THE STATUTORY AUDITOR WITH REGARD TO THE-ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
3 |
| PROPOSAL TO APPROVE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 AND ALLOCATION OF THE RESULTS |
| Management |
| For |
| For |
|
4 |
| PROPOSAL TO APPROVE THE REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
5 |
| PROPOSAL TO GRANT DISCHARGE TO THE DIRECTORS FOR THE PERFORMANCE OF THEIR DUTIES DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
6 |
| PROPOSAL TO GRANT DISCHARGE TO THE STATUTORY AUDITOR FOR HIS PERFORMANCE FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
7 |
| PROPOSAL TO RATIFY THE REMUNERATION OF THE STATUTORY AUDITOR FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
8 |
| PROPOSAL TO APPROVE, IN ACCORDANCE WITH ARTICLE 556 OF THE BELGIAN COMPANIES CODE, CERTAIN CLAUSES OF THE COLLABORATION AGREEMENT WITH SANOFI, ANNOUNCED ON 20 JULY 2017 |
| Management |
| For |
| For |
|
9 |
| PROPOSAL TO GRANT A POWER OF ATTORNEY TO ANY DIRECTOR AND TO WIM OTTEVAERE AND ELS VANROOSE, TO DO WHATEVER NECESSARY OR USEFUL FOR THE ACCOMPLISHMENT OF ALL FORMALITIES |
| Management |
| For |
| For |
|
LAIRD PLC
Security | G53508175 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 27-Apr-2018 |
ISIN | GB00B1VNST91 | Agenda | 709093924 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE AND ADOPT THE REPORT OF THE DIRECTORS AND ACCOUNTS OF THE COMPANY FOR THE YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE REMUNERATION POLICY SET OUT ON PAGES 64 TO 74 OF THE DIRECTORS’ REMUNERATION REPORT CONTAINED WITHIN THE ANNUAL REPORT AND ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017, SUCH REMUNERATION POLICY TO TAKE EFFECT FROM THE DATE ON WHICH THIS RESOLUTION IS PASSED |
| Management |
| For |
| For |
|
3 |
| TO APPROVE THE DIRECTORS’ REMUNERATION REPORT (OTHER THAN THE REMUNERATION POLICY REFERRED TO IN RESOLUTION 2 ABOVE), AS SET OUT ON PAGES 58 TO 88 IN THE ANNUAL REPORT AND ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
4 |
| TO RE-ELECT DR MARTIN READ CBE AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
5 |
| TO RE-ELECT PAULA BELL AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
6 |
| TO RE-ELECT KEVIN DANGERFIELD AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
7 |
| TO RE-ELECT WU GANG AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
8 |
| TO RE-ELECT MIKE PARKER CBE AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
9 |
| TO RE-ELECT TONY QUINLAN AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
10 |
| TO RE-ELECT NATHALIE RACHOU AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
11 |
| TO RE-ELECT KJERSTI WIKLUND AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
12 |
| TO RE-APPOINT DELOITTE LLP AS AUDITORS OF THE COMPANY |
| Management |
| For |
| For |
|
13 |
| SUBJECT TO THE PASSING OF RESOLUTION 12, AUTHORISE THE DIRECTORS TO DETERMINE THE AUDITORS’ REMUNERATION |
| Management |
| For |
| For |
|
14 |
| TO GIVE THE DIRECTORS AUTHORITY TO ALLOT SHARES |
| Management |
| For |
| For |
|
15 |
| TO DISAPPLY PRE-EMPTION RIGHTS |
| Management |
| For |
| For |
|
16 |
| TO DISAPPLY PRE-EMPTION RIGHTS FOR AN ACQUISITION OR SPECIFIED CAPITAL INVESTMENT |
| Management |
| For |
| For |
|
17 |
| TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES OF ITS OWN ORDINARY SHARES |
| Management |
| For |
| For |
|
18 |
| TO APPROVE THE NOTICE PERIOD FOR EXTRAORDINARY GENERAL MEETINGS |
| Management |
| For |
| For |
|
VALIDUS HOLDINGS, LTD.
Security | G9319H102 | Meeting Type | Special |
Ticker Symbol | VR | Meeting Date | 27-Apr-2018 |
ISIN | BMG9319H1025 | Agenda | 934765871 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve an amendment to the Validus 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 to a simple majority of the votes cast at a general meeting of the shareholders. |
| Management |
| For |
| For |
|
2. |
| To approve the Agreement and Plan of Merger, dated as of January 21, 2018, by and among Validus Holdings, Ltd., American International Group, Inc. and Venus Holdings Limited, the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger of Venus with and into Validus. |
| Management |
| For |
| For |
|
3. |
| On an advisory (non-binding) basis, to approve the compensation that may be paid or become payable to Validus’ named executive officers in connection with the merger referred to in Proposal 2. |
| Management |
| For |
| For |
|
4. |
| To approve an adjournment of the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 or Proposal 2 at the special general meeting. |
| Management |
| For |
| For |
|
PINNACLE ENTERTAINMENT, INC.
Security | 72348Y105 | Meeting Type | Annual |
Ticker Symbol | PNK | Meeting Date | 01-May-2018 |
ISIN | US72348Y1055 | Agenda | 934774527 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Charles L. Atwood |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Stephen C. Comer |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Ron Huberman |
| Management |
| For |
| For |
|
1D. |
| Election of Director: James L. Martineau |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Desiree Rogers |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Carlos A. Ruisanchez |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Anthony M. Sanfilippo |
| Management |
| For |
| For |
|
1H. |
| Election of Director: Jaynie M. Studenmund |
| Management |
| For |
| For |
|
2. |
| Advisory approval of the Company’s executive compensation. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
MCDERMOTT INTERNATIONAL, INC.
Security | 580037109 | Meeting Type | Special |
Ticker Symbol | MDR | Meeting Date | 02-May-2018 |
ISIN | PA5800371096 | Agenda | 934768536 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve an amendment to the McDermott International, Inc. amended and restated articles of incorporation to effect a 3-to-1 reverse stock split of the McDermott Common Stock and to decrease the authorized shares of McDermott Common Stock to 255,000,000 shares, as set forth in Annex E to the Joint Proxy Statement/Prospectus. |
| Management |
| Against |
| Against |
|
2. |
| To approve an amendment to the McDermott International, Inc. amended and restated articles of incorporation to increase the authorized shares of McDermott Common Stock to 765,000,000 shares, as set forth in Annex F to the Joint Proxy Statement/Prospectus; provided that this resolution will only become effective if Proposal 1 is not adopted at the meeting. |
| Management |
| Against |
| Against |
|
3. |
| To approve the issuance of shares of McDermott Common Stock in connection with the Combination. |
| Management |
| Against |
| Against |
|
4. |
| To approve the adjournment of the meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the foregoing resolutions. |
| Management |
| Against |
| Against |
|
MCDERMOTT INTERNATIONAL, INC.
Security | 580037109 | Meeting Type | Special |
Ticker Symbol | MDR | Meeting Date | 02-May-2018 |
ISIN | PA5800371096 | Agenda | 934781483 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve an amendment to the McDermott International, Inc. amended and restated articles of incorporation to effect a 3-to-1 reverse stock split of the McDermott Common Stock and to decrease the authorized shares of McDermott Common Stock to 255,000,000 shares, as set forth in Annex E to the Joint Proxy Statement/Prospectus. |
| Management |
| Against |
| Against |
|
2. |
| To approve an amendment to the McDermott International, Inc. amended and restated articles of incorporation to increase the authorized shares of McDermott Common Stock to 765,000,000 shares, as set forth in Annex F to the Joint Proxy Statement/Prospectus; provided that this resolution will only become effective if Proposal 1 is not adopted at the meeting. |
| Management |
| Against |
| Against |
|
3. |
| To approve the issuance of shares of McDermott Common Stock in connection with the Combination. |
| Management |
| Against |
| Against |
|
4. |
| To approve the adjournment of the meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the foregoing resolutions. |
| Management |
| Against |
| Against |
|
TOX FREE SOLUTIONS LTD
Security | Q9155Q108 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 03-May-2018 |
ISIN | AU000000TOX6 | Agenda | 709018089 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| APPROVAL OF THE SCHEME |
| Management |
|
|
|
|
|
CMMT |
| 29 MAR 2018: PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN MEETING-DATE FROM 06 APR 2018 TO 03 MAY 2018 AND RECORD DATE 04 APR 2018 TO 01 MAY-2018. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
| Non-Voting |
|
|
|
|
|
VERIZON COMMUNICATIONS INC.
Security | 92343V104 | Meeting Type | Annual |
Ticker Symbol | VZ | Meeting Date | 03-May-2018 |
ISIN | US92343V1044 | Agenda | 934744031 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Shellye L. Archambeau |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Richard L. Carrion |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Melanie L. Healey |
| Management |
| For |
| For |
|
1e. |
| Election of Director: M. Frances Keeth |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Lowell C. McAdam |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Clarence Otis, Jr. |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Rodney E. Slater |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Kathryn A. Tesija |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Gregory D. Wasson |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Gregory G. Weaver |
| Management |
| For |
| For |
|
2. |
| Ratification of Appointment of Independent Registered Public Accounting Firm |
| Management |
| For |
| For |
|
3. |
| Advisory Vote to Approve Executive Compensation |
| Shareholder |
| For |
| For |
|
4. |
| Special Shareowner Meetings |
| Shareholder |
| Against |
| For |
|
5. |
| Lobbying Activities Report |
| Shareholder |
| Against |
| For |
|
6. |
| Independent Chair |
| Shareholder |
| Against |
| For |
|
7. |
| Report on Cyber Security and Data Privacy |
| Shareholder |
| Against |
| For |
|
8. |
| Executive Compensation Clawback Policy |
| Shareholder |
| Against |
| For |
|
9. |
| Nonqualified Savings Plan Earnings |
| Shareholder |
| Against |
| For |
|
BUWOG AG
Security | A1R56Z103 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 04-May-2018 |
ISIN | AT00BUWOG001 | Agenda | 709263658 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.A |
| MR. ROLF BUCH IS ELECTED TO THE SUPERVISORY BOARD OF BUWOG AG FOR THE PERIOD UNTIL THE END OF THE SHAREHOLDERS’ MEETING RESOLVING ON THE BUSINESS YEAR 2022 |
| Management |
| For |
| For |
|
1.B |
| MR. A. STEFAN KIRSTEN IS ELECTED TO THE SUPERVISORY BOARD OF BUWOG AG FOR THE PERIOD UNTIL THE END OF THE SHAREHOLDERS’ MEETING RESOLVING ON THE BUSINESS YEAR 2022 |
| Management |
| For |
| For |
|
1.C |
| MS. HELENE VON ROEDER IS ELECTED TO THE SUPERVISORY BOARD OF BUWOG AG FOR THE PERIOD UNTIL THE END OF THE SHAREHOLDERS’ MEETING RESOLVING ON THE BUSINESS YEAR 2022 |
| Management |
| For |
| For |
|
1.D |
| MS. SABINE GLEISS IS ELECTED TO THE SUPERVISORY BOARD OF BUWOG AG FOR THE PERIOD UNTIL THE END OF THE SHAREHOLDERS’ MEETING RESOLVING ON THE BUSINESS YEAR 2022 |
| Management |
| For |
| For |
|
1.E |
| MR. FABIAN HESS IS ELECTED TO THE SUPERVISORY BOARD OF BUWOG AG FOR THE PERIOD UNTIL THE END OF THE SHAREHOLDERS’ MEETING RESOLVING ON THE BUSINESS YEAR 2022 |
| Management |
| For |
| For |
|
2 |
| MODIFICATION OF THE BUSINESS YEAR |
| Management |
| For |
| For |
|
SIRTEX MEDICAL LTD
Security | Q8510U101 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 07-May-2018 |
ISIN | AU000000SRX1 | Agenda | 709141193 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| THAT, PURSUANT TO AND IN ACCORDANCE WITH THE PROVISIONS OF SECTION 411 OF THE CORPORATIONS ACT 2001 (CTH), THE SCHEME OF ARRANGEMENT PROPOSED BETWEEN SIRTEX MEDICAL LIMITED AND THE HOLDERS OF ITS ORDINARY SHARES, AS CONTAINED IN AND MORE PARTICULARLY DESCRIBED IN THE SCHEME BOOKLET OF WHICH THE NOTICE CONVENING THIS MEETING FORMS PART, IS APPROVED, WITH OR WITHOUT ALTERATIONS OR CONDITIONS AS APPROVED BY THE FEDERAL COURT OF AUSTRALIA TO WHICH SIRTEX MEDICAL LIMITED AND VARIAN MEDICAL SYSTEMS, INC. AGREE.’ |
| Management |
| For |
| For |
|
GCI LIBERTY, INC.
Security | 36164V503 | Meeting Type | Special |
Ticker Symbol | GLIBP | Meeting Date | 07-May-2018 |
ISIN | US36164V5030 | Agenda | 934771278 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Approve the Agreement and Plan of Merger by and between GCI Liberty, Inc. and GCI Merger Sub, Inc., pursuant to which GCI Liberty, Inc. will merge with and into GCI Merger Sub, Inc., with GCI Merger Sub, Inc. (which shall be renamed GCI Liberty, Inc.) continuing as the surviving corporation and existing under the laws of the State of Delaware. |
| Management |
| For |
| For |
|
2. |
| A proposal to authorize the adjournment of the special meeting by GCI liberty, inc. to permit further solicitation of proxies, if necessary or appropriate, if sufficient votes are not represented at the special meeting to approve the other proposal to be presented at the special meeting. |
| Management |
| For |
| For |
|
GCI LIBERTY, INC.
Security | 36164V305 | Meeting Type | Special |
Ticker Symbol | GLIBA | Meeting Date | 07-May-2018 |
ISIN | US36164V3050 | Agenda | 934771278 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Approve the Agreement and Plan of Merger by and between GCI Liberty, Inc. and GCI Merger Sub, Inc., pursuant to which GCI Liberty, Inc. will merge with and into GCI Merger Sub, Inc., with GCI Merger Sub, Inc. (which shall be renamed GCI Liberty, Inc.) continuing as the surviving corporation and existing under the laws of the State of Delaware. |
| Management |
| For |
| For |
|
2. |
| A proposal to authorize the adjournment of the special meeting by GCI liberty, inc. to permit further solicitation of proxies, if necessary or appropriate, if sufficient votes are not represented at the special meeting to approve the other proposal to be presented at the special meeting. |
| Management |
| For |
| For |
|
TDC A/S
Security | K94545116 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 14-May-2018 |
ISIN | DK0060228559 | Agenda | 709318554 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR-AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ELECTION OF MEMBERS TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
2 |
| ANY OTHER BUSINESS |
| Management |
| Abstain |
| For |
|
FENNER PLC
Security | G33656102 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 16-May-2018 |
ISIN | GB0003345054 | Agenda | 709266604 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| THE COURT HAS GRANTED PERMISSION FOR A MEETING OF THE SCHEME SHAREHOLDERS (AS DEFINED IN THE SCHEME DOCUMENT OF THE COMPANY DATED 12 APRIL 2018 (THE SCHEME DOCUMENT)) TO BE CONVENED FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE SCHEME) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS (AS DEFINED IN THE SCHEME DOCUMENT) |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
FENNER PLC
Security | G33656102 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 16-May-2018 |
ISIN | GB0003345054 | Agenda | 709266616 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
GEMALTO N.V., AMSTERDAM
Security | N3465M108 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 18-May-2018 |
ISIN | NL0000400653 | Agenda | 709313934 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| OPENING |
| Non-Voting |
|
|
|
|
|
2.A |
| 2017 ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
2.B |
| APPLICATION OF THE REMUNERATION POLICY IN 2017 |
| Non-Voting |
|
|
|
|
|
2.C |
| CORPORATE GOVERNANCE STRUCTURE AND COMPLIANCE WITH THE DUTCH CORPORATE-GOVERNANCE CODE (2016) |
| Non-Voting |
|
|
|
|
|
2.D |
| ADOPTION OF THE 2017 FINANCIAL STATEMENTS |
| Management |
| For |
| For |
|
3.A |
| DIVIDEND POLICY |
| Non-Voting |
|
|
|
|
|
3.B |
| NO DIVIDEND FOR THE 2017 FINANCIAL YEAR |
| Non-Voting |
|
|
|
|
|
4.A |
| DISCHARGE OF BOARD MEMBER FOR THE FULFILLMENT OF THEIR DUTIES DURING THE 2017 FINANCIAL YEAR: DISCHARGE OF THE CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
4.B |
| DISCHARGE OF BOARD MEMBER FOR THE FULFILLMENT OF THEIR DUTIES DURING THE 2017 FINANCIAL YEAR: DISCHARGE OF THE NON-EXECUTIVE BOARD MEMBERS |
| Management |
| For |
| For |
|
5.A |
| REAPPOINTMENT OF MR. PHILIPPE ALFROID AS NON-EXECUTIVE BOARD MEMBER UNTIL THE CLOSE OF THE 2020 AGM |
| Management |
| For |
| For |
|
5.B |
| REAPPOINTMENT OF MR. JOHANNES FRITZ AS NON-EXECUTIVE BOARD MEMBER UNTIL THE CLOSE OF THE 2020 AGM |
| Management |
| For |
| For |
|
6 |
| RENEWAL OF THE AUTHORIZATION OF THE BOARD TO REPURCHASE SHARES IN THE SHARE CAPITAL OF THE COMPANY |
| Management |
| For |
| For |
|
7.A |
| AUTHORIZATION OF THE BOARD TO ISSUE SHARES AND TO GRANT RIGHTS TO ACQUIRE SHARES FOR GENERAL PURPOSES WITH THE POWER TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS |
| Management |
| For |
| For |
|
7.B |
| AUTHORIZATION OF THE BOARD TO ISSUE SHARES AND TO GRANT RIGHTS TO ACQUIRE SHARES FOR GENERAL PURPOSES WITHOUT THE POWER TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS |
| Management |
| For |
| For |
|
7.C |
| AUTHORIZATION OF THE BOARD TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS IN CONNECTION WITH THE ABOVE RESOLUTION 7.B FOR THE PURPOSE OF M&A AND/OR (STRATEGIC) ALLIANCES |
| Management |
| For |
| For |
|
7.D |
| AUTHORIZATION OF THE BOARD TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS IN CONNECTION WITH THE ABOVE RESOLUTION 7.B FOR THE PURPOSE OF A NON-DILUTIVE TRADABLE RIGHTS OFFERING |
| Management |
| For |
| For |
|
8 |
| EXPLANATION OF THE RECOMMENDED PUBLIC OFFER MADE BY THALES |
| Non-Voting |
|
|
|
|
|
9.A |
| CONDITIONAL AMENDMENT OF THE ARTICLES OF ASSOCIATION FOLLOWING SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
9.B |
| CONDITIONAL CONVERSION OF GEMALTO AND AMENDMENT OF THE ARTICLES OF ASSOCIATION FOLLOWING DELISTING FROM EURONEXT AMSTERDAM AND EURONEXT PARIS |
| Management |
| For |
| For |
|
10.A |
| CONDITIONAL APPOINTMENT OF MR. PASCAL BOUCHIAT AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.B |
| CONDITIONAL APPOINTMENT OF MR. PIERRE-ERIC POMMELLET AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.C |
| CONDITIONAL APPOINTMENT OF MS. ISABELLE SIMON AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.D |
| CONDITIONAL APPOINTMENT OF MS. MARIE-HELENE SARTORIUS AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
11.A |
| TO GRANT THE CHIEF EXECUTIVE OFFICER DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF HIS DUTIES PERFORMED IN THE PERIOD FOLLOWING THE END OF THE FINANCIAL YEAR 2017 AND UP TO AND INCLUDING THE DATE OF THE AGM OF MAY 18, 2018 |
| Management |
| For |
| For |
|
11.B |
| TO GRANT THE NON-EXECUTIVE BOARD MEMBERS DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF THEIR RESPECTIVE DUTIES PERFORMED IN THE PERIOD FOLLOWING THE END OF THE FINANCIAL YEAR 2017 AND UP TO AND INCLUDING THE DATE OF THE AGM OF MAY 18, 2018 |
| Management |
| For |
| For |
|
11.C |
| TO GRANT MR. ALEX MANDL, MS. HOMAIRA AKBARI, MR. BUFORD ALEXANDER, MR. JOOP DRECHSEL, MR. JOHANNES FRITZ, MR. JOHN ORMEROD, MR. OLIVIER PIOU, MS. JILL SMITH AND MS. YEN YEN TAN FULL AND FINAL DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF THEIR RESPECTIVE DUTIES, SUBJECT TO THE CONDITIONS PRECEDENT THAT THE OFFER IS DECLARED UNCONDITIONAL AND THAT SETTLEMENT HAS TAKEN PLACE |
| Management |
| For |
| For |
|
12 |
| QUESTIONS |
| Non-Voting |
|
|
|
|
|
13 |
| ADJOURNMENT |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 891388 DUE TO NON-VOTABLE-RESOLUTIONS SHOULD BE ADDED TO THE AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS-MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING-NOTICE. THANK YOU. |
| Non-Voting |
|
|
|
|
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Annual |
Ticker Symbol | AET | Meeting Date | 18-May-2018 |
ISIN | US00817Y1082 | Agenda | 934766924 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Fernando Aguirre |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Frank M. Clark |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Molly J. Coye, M.D. |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Roger N. Farah |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jeffrey E. Garten |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Ellen M. Hancock |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Richard J. Harrington |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Edward J. Ludwig |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Olympia J. Snowe |
| Management |
| For |
| For |
|
2. |
| Company Proposal - Approval of the Appointment of the Independent Registered Public Accounting Firm for 2018 |
| Management |
| For |
| For |
|
3. |
| Company Proposal - Approval of the Company’s Executive Compensation on a Non-Binding Advisory Basis |
| Management |
| For |
| For |
|
4A. |
| Shareholder Proposal - Annual Report on Direct and Indirect Lobbying |
| Shareholder |
| Against |
| For |
|
4B. |
| Shareholder Proposal - Special Shareholder Meeting Vote Threshold |
| Shareholder |
| Against |
| For |
|
MICROSEMI CORPORATION
Security | 595137100 | Meeting Type | Special |
Ticker Symbol | MSCC | Meeting Date | 22-May-2018 |
ISIN | US5951371005 | Agenda | 934803710 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated March 1, 2018, as it may be amended from time to time (the “Merger Agreement”), by and among Microsemi Corporation (“Microsemi”), Microchip Technology Incorporated and Maple Acquisition Corporation. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for Microsemi’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the Special Meeting from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting or any adjournment or postponement thereof to approve the proposal to adopt the Merger Agreement or in the absence of a quorum. |
| Management |
| For |
| For |
|
WESTFIELD CORPORATION, SYDNEY NSW
Security | Q9701H107 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 24-May-2018 |
ISIN | AU000000WFD0 | Agenda | 709249519 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| THAT, IN ACCORDANCE WITH THE PROVISIONS OF SECTION 411 OF THE CORPORATIONS ACT 2001 (CTH): (A) THE ARRANGEMENT PROPOSED BETWEEN WESTFIELD CORPORATION AND WESTFIELD SHAREHOLDERS, AS CONTAINED IN AND MORE PARTICULARLY DESCRIBED IN THE DEMERGER BOOKLET ACCOMPANYING THE NOTICE CONVENING THIS MEETING, IS AGREED TO; AND (B) THE DIRECTORS OF WESTFIELD CORPORATION ARE AUTHORISED TO AGREE TO SUCH ALTERATIONS OR CONDITIONS AS ARE THOUGHT FIT BY THE SCHEME COURT AND, SUBJECT TO APPROVAL OF THE SCHEME BY THE SCHEME COURT, THE BOARD OF DIRECTORS OF WESTFIELD CORPORATION IS AUTHORISED TO IMPLEMENT THE DEMERGER SCHEME WITH ANY SUCH MODIFICATIONS OR CONDITIONS |
| Management |
| For |
| For |
|
WESTFIELD CORPORATION, SYDNEY NSW
Security | Q9701H107 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 24-May-2018 |
ISIN | AU000000WFD0 | Agenda | 709249521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| THAT, SUBJECT TO AND CONDITIONAL ON THE SCHEME OF ARRANGEMENT SET OUT IN ANNEXURE E OF THE DEMERGER BOOKLET OF WHICH THE NOTICE CONVENING THIS MEETING FORMS PART (“DEMERGER SCHEME”) BECOMING EFFECTIVE IN ACCORDANCE WITH SECTION 411(10) OF THE CORPORATIONS ACT AND FOR THE PURPOSE OF SECTION 256C(1) OF THE CORPORATIONS ACT AND FOR ALL OTHER PURPOSES, WESTFIELD CORPORATION’S SHARE CAPITAL BE REDUCED ON THE DEMERGER IMPLEMENTATION DATE BY THE CAPITAL REDUCTION AGGREGATE AMOUNT (AS DEFINED IN THE DEMERGER SCHEME), WITH THE REDUCTION TO BE EFFECTED AND SATISFIED BY APPLYING THE CAPITAL REDUCTION AGGREGATE AMOUNT EQUALLY AGAINST EACH WESTFIELD SHARE ON ISSUE ON THE DEMERGER RECORD DATE (ROUNDED TO THE NEAREST AUSTRALIAN CENT) IN ACCORDANCE WITH THE DEMERGER SCHEME |
| Management |
| For |
| For |
|
WESTFIELD CORPORATION, SYDNEY NSW
Security | Q9701H107 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 24-May-2018 |
ISIN | AU000000WFD0 | Agenda | 709249533 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSAL 2 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 |
| THAT THE COMPANY’S REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 BE ADOPTED |
| Management |
| For |
| For |
|
3 |
| THAT MR MICHAEL GUTMAN OBE IS RE-ELECTED AS A DIRECTOR OF THE COMPANY |
| Management |
| For |
| For |
|
WESTFIELD CORPORATION, SYDNEY NSW
Security | Q9701H107 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 24-May-2018 |
ISIN | AU000000WFD0 | Agenda | 709249545 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| 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-VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSALS 1 TO 6 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 |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE RESOLUTIONS 1 AND 2 ARE FOR WFDT (WFD TRUST) |
| Non-Voting |
|
|
|
|
|
1 |
| WFDT CONSTITUTION AMENDMENTS |
| Management |
| For |
| For |
|
2 |
| APPROVAL OF ACQUISITION OF WFDT SCHEME UNITS |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE RESOLUTIONS 3 AND 4 ARE FOR WAT (WESTFIELD AMERICA TRUST) |
| Non-Voting |
|
|
|
|
|
3 |
| WAT CONSTITUTION AMENDMENTS |
| Management |
| For |
| For |
|
4 |
| APPROVAL OF ACQUISITION OF WAT SCHEME UNITS |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE RESOLUTIONS 5 AND 6 ARE FOR WCL (WESTFIELD CORPORATION LIMITED),-WFDT (WFD TRUST) AND WAT (WESTFIELD AMERICA TRUST) |
| Non-Voting |
|
|
|
|
|
5 |
| TRANSACTION APPROVAL |
| Management |
| For |
| For |
|
6 |
| DESTAPLING OF WESTFIELD SECURITIES |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT RESOLUTIONS 1 TO 6 ARE SUBJECT TO AND CONDITIONAL UPON THE-WCL SHARE SCHEME BECOMING EFFECTIVE. THANK YOU |
| Non-Voting |
|
|
|
|
|
WESTFIELD CORPORATION, SYDNEY NSW
Security | Q9701H107 | Meeting Type | Scheme Meeting |
Ticker Symbol |
| Meeting Date | 24-May-2018 |
ISIN | AU000000WFD0 | Agenda | 709344989 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| THAT, PURSUANT TO, AND IN ACCORDANCE WITH SECTION 411 OF THE CORPORATIONS ACT 2001 (CTH), THE SCHEME OF ARRANGEMENT PROPOSED TO BE ENTERED INTO BETWEEN WESTFIELD CORPORATION LIMITED AND THE SHAREHOLDERS OF WESTFIELD CORPORATION LIMITED AS CONTAINED IN AND MORE PARTICULARLY DESCRIBED IN THE SECURITYHOLDER BOOKLET ACCOMPANYING THE NOTICE CONVENING THIS MEETING, IS AGREED TO (WITH OR WITHOUT ANY MODIFICATIONS OR CONDITIONS ORDERED BY THE COURT) AND, SUBJECT TO APPROVAL OF THE WCL SHARE SCHEME BY THE COURT, THE WESTFIELD BOARD IS AUTHORISED TO IMPLEMENT THE WCL SHARE SCHEME WITH ANY SUCH MODIFICATIONS OR CONDITIONS |
| Management |
| For |
| For |
|
NXSTAGE MEDICAL, INC.
Security | 67072V103 | Meeting Type | Annual |
Ticker Symbol | NXTM | Meeting Date | 24-May-2018 |
ISIN | US67072V1035 | Agenda | 934810359 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Jeffrey H. Burbank |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Heyward R. Donigan |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: Robert G. Funari |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Daniel A. Giannini |
| Management |
| For |
| For |
|
1.5 |
| Election of Director: Earl R. Lewis |
| Management |
| For |
| For |
|
1.6 |
| Election of Director: Jean K. Mixer |
| Management |
| For |
| For |
|
1.7 |
| Election of Director: Craig W. Moore |
| Management |
| For |
| For |
|
1.8 |
| Election of Director: Reid S. Perper |
| Management |
| For |
| For |
|
1.9 |
| Election of Director: James J. Peters |
| Management |
| For |
| For |
|
2. |
| Advisory vote on our named executive officers’ compensation. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2018 fiscal year. |
| Management |
| For |
| For |
|
DIRECT ENERGIE, PARIS
Security | F26343115 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 29-May-2018 |
ISIN | FR0004191674 | Agenda | 709327286 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE. |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD SHARES DIRECTLY WITH A-FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE-GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED-INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD-THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT-YOUR CLIENT REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED DURING THE MEETING, YOUR-VOTE WILL DEFAULT TO ‘ABSTAIN’. SHARES CAN ALTERNATIVELY BE PASSED TO THE-CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH ITEM RAISED. SHOULD YOU-WISH TO PASS CONTROL OF YOUR SHARES IN THIS WAY, PLEASE CONTACT YOUR-BROADRIDGE CLIENT SERVICE REPRESENTATIVE. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://www.journal-officiel.gouv.fr/publications/balo/pdf/2018/0423/20180423 1-801303.pdf |
| Non-Voting |
|
|
|
|
|
O.1 |
| APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS AND OF THE NON-DEDUCTIBLE EXPENSES FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
O.2 |
| APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
O.3 |
| ALLOCATION OF INCOME FOR THE FINANCIAL YEAR AND SETTING OF THE AMOUNT OF THE DIVIDEND |
| Management |
| For |
| For |
|
O.4 |
| APPROVAL OF THE AGREEMENTS REFERRED TO IN ARTICLES L. 225-38 AND FOLLOWING OF THE FRENCH COMMERCIAL CODE |
| Management |
| For |
| For |
|
O.5 |
| SETTING OF THE AMOUNT OF THE ATTENDANCE FEES TO BE ALLOCATED TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.6 |
| APPROVAL OF THE COMPENSATION ELEMENTS DUE OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. XAVIER CAITUCOLI, CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF THE COMPANY |
| Management |
| For |
| For |
|
O.7 |
| APPROVAL OF THE COMPENSATION ELEMENTS DUE OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. SEBASTIEN LOUX, DEPUTY CHIEF EXECUTIVE OFFICER OF THE COMPANY |
| Management |
| For |
| For |
|
O.8 |
| APPROVAL OF THE COMPENSATION ELEMENTS DUE OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. FABIEN CHONE, DEPUTY CHIEF EXECUTIVE OFFICER OF THE COMPANY |
| Management |
| For |
| For |
|
O.9 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.10 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE DEPUTY CHIEF EXECUTIVE OFFICERS |
| Management |
| For |
| For |
|
O.11 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS FOR THE COMPANY TO BUY BACK ITS OWN SHARES AS PART OF THE IMPLEMENTATION OF A SHARE BUYBACK PROGRAM |
| Management |
| For |
| For |
|
O.12 |
| RATIFICATION OF THE APPOINTMENT OF XIRR EUROPE COMPANY AS DIRECTOR |
| Management |
| For |
| For |
|
O.13 |
| RATIFICATION OF THE APPOINTMENT OF MR. JEAN-MARC BOUCHET, AS CENSOR |
| Management |
| For |
| For |
|
O.14 |
| RENEWAL OF THE TERM OF OFFICE OF AMS INDUSTRIES COMPANY AS DIRECTOR |
| Management |
| For |
| For |
|
O.15 |
| RENEWAL OF THE TERM OF OFFICE OF DELOITTE ET ASSOCIES COMPANY AS PRINCIPLE STATUTORY AUDITORS |
| Management |
| For |
| For |
|
O.16 |
| RENEWAL OF THE TERM OF OFFICE OF BEAS COMPANY AS DEPUTY STATUTORY AUDITOR |
| Management |
| For |
| For |
|
E.17 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL OF THE COMPANY, OF ANY SUBSIDIARY AND/OR ANY OTHER COMPANY, WITH RETENTION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT |
| Management |
| For |
| For |
|
E.18 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL OF THE COMPANY, OF ANY SUBSIDIARY AND/OR ANY OTHER COMPANY, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, IN THE CONTEXT OF A PUBLIC OFFERING |
| Management |
| For |
| For |
|
E.19 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL OF THE COMPANY, OF ANY SUBSIDIARY AND/OR ANY OTHER COMPANY, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, BY PRIVATE PLACEMENT REFERRED TO IN SECTION II OF ARTICLE L.411-2 OF THE FRENCH MONETARY AND FINANCIAL CODE |
| Management |
| For |
| For |
|
E.20 |
| SETTING OF THE ISSUE PRICE OF SHARES OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL, UP TO A LIMIT OF 10% OF THE CAPITAL PER YEAR, IN THE CONTEXT OF AN INCREASE OF THE SHARE CAPITAL WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT |
| Management |
| For |
| For |
|
E.21 |
| AUTHORIZATION TO THE BOARD OF DIRECTORS TO INCREASE THE AMOUNT OF THE INITIAL ISSUE, IN THE EVENT OF ISSUES OF SECURITIES WITH RETENTION OR CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, DECIDED PURSUANT TO THE 19TH TO 20TH RESOLUTIONS |
| Management |
| For |
| For |
|
E.22 |
| DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, AS REMUNERATION OF SECURITIES CONTRIBUTED TO THE COMPANY IN THE CONTEXT OF A PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY ON THE SECURITIES OF ANOTHER COMPANY |
| Management |
| For |
| For |
|
E.23 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL THROUGH THE ISSUE OF COMMON SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE SHARE CAPITAL, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, AS COMPENSATION FOR CONTRIBUTIONS IN KIND TO THE COMPANY |
| Management |
| For |
| For |
|
E.24 |
| OVERALL LIMITATION OF THE ISSUE AUTHORIZATIONS WITH RETENTION OR CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT |
| Management |
| For |
| For |
|
E.25 |
| AUTHORIZATION TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL THROUGH THE ISSUANCE OF COMMON SHARES RESERVED FOR EMPLOYEES WHO ARE MEMBERS OF A COMPANY SAVINGS PLAN OR A GROUP SAVING PLAN WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT OF THESE EMPLOYEES |
| Management |
| For |
| For |
|
E.26 |
| AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLING TREASURY SHARES |
| Management |
| For |
| For |
|
E.27 |
| DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY CAPITALIZATION OF RESERVES, PROFITS, PREMIUMS OR OTHERS |
| Management |
| For |
| For |
|
E.28 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO GRANT SHARE SUBSCRIPTION OPTIONS WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT FOR THE BENEFIT OF EMPLOYEES AND CORPORATE OFFICERS OF THE COMPANY OR OF ITS SUBSIDIARIES |
| Management |
| For |
| For |
|
E.29 |
| AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO ALLOT FREE EXISTING SHARES, OR FREE SHARES TO BE ISSUED, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE BENEFIT OF EMPLOYEES AND/OR CORPORATE OFFICERS OF THE COMPANY OR OF ITS SUBSIDIARIES |
| Management |
| For |
| For |
|
E.30 |
| LONG-TERM INCENTIVE PROGRAM FOR EMPLOYEES AND CORPORATE OFFICERS: CREATION OF PREFERENCE SHARES CONVERTIBLE INTO COMMON SHARES AFTER A PERIOD OF [X] YEARS, SUBJECT TO PERFORMANCE CONDITIONS |
| Management |
| For |
| For |
|
E.31 |
| AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO GRANT FREE PREFERENCE SHARES OF THE COMPANY FOR THE BENEFIT OF EMPLOYEES AND/OR CORPORATE OFFICERS OF THE COMPANY AND ITS SUBSIDIARIES, RESULTING IN A WAIVER, IPSO JURE, BY THE SHAREHOLDERS TO THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT |
| Management |
| For |
| For |
|
E.32 |
| POWERS TO CARRY OUT ALL LEGAL FORMALITIES |
| Management |
| For |
| For |
|
TRIBUNE MEDIA COMPANY
Security | 896047503 | Meeting Type | Annual |
Ticker Symbol | TRCO | Meeting Date | 30-May-2018 |
ISIN | US8960475031 | Agenda | 934788273 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Election of Director: Peter M. Kern |
| Management |
| For |
| For |
|
2. |
| Advisory vote approving executive compensation. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the 2018 fiscal year. |
| Management |
| For |
| For |
|
XL GROUP LTD
Security | G98294104 | Meeting Type | Special |
Ticker Symbol | XL | Meeting Date | 06-Jun-2018 |
ISIN | BMG982941046 | Agenda | 934822001 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve the Agreement and Plan of Merger, by and among XL Group Ltd, AXA SA and Camelot Holdings Ltd., the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger of Camelot Holdings Ltd. with and into XL Group Ltd (the “merger”). |
| Management |
| For |
| For |
|
2. |
| On an advisory (non-binding) basis, to approve the compensation that may be paid or become payable to XL’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To approve an adjournment of the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 at the special general meeting. |
| Management |
| For |
| For |
|
THE FINISH LINE, INC.
Security | 317923100 | Meeting Type | Special |
Ticker Symbol | FINL | Meeting Date | 11-Jun-2018 |
ISIN | US3179231002 | Agenda | 934826655 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve the Agreement and Plan of Merger dated as of March 25, 2018 (the “Merger Agreement”) by and among JD Sports Fashion Plc, a company incorporated under the laws of England and Wales (“JD Sports”), Genesis Merger Sub, Inc., an indirect wholly-owned subsidiary of JD Sports (“Merger Sub”), and The Finish Line, Inc. (“Finish Line”), pursuant to which Merger sub will be merged with and into Finish Line, with Finish Line surviving the merger as an indirect wholly-owned subsidiary of JD Sports. |
| Management |
| For |
| For |
|
2. |
| To approve a non-binding advisory proposal to approve the compensation that may become payable to the named executive officers of Finish Line that is based on or otherwise relates to the merger. |
| Management |
| For |
| For |
|
3. |
| To approve a proposal to adjourn the Special Meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes present at the Special Meeting in person or by proxy to approve the Merger Agreement. |
| Management |
| For |
| For |
|
LAYNE CHRISTENSEN COMPANY
Security | 521050104 | Meeting Type | Special |
Ticker Symbol | LAYN | Meeting Date | 13-Jun-2018 |
ISIN | US5210501046 | Agenda | 934829764 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adoption of the Merger Agreement. |
| Management |
| For |
| For |
|
2. |
| Approval, on an Advisory Basis, of Certain Compensatory Arrangements with Layne Named Executive Officers. |
| Management |
| For |
| For |
|
3. |
| Adjournments of the Special Meeting. |
| Management |
| For |
| For |
|
A. SCHULMAN, INC.
Security | 808194104 | Meeting Type | Special |
Ticker Symbol | SHLM | Meeting Date | 14-Jun-2018 |
ISIN | US8081941044 | Agenda | 934826617 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of February 15, 2018 (the merger agreement), among LyondellBasell Industries N.V., LYB Americas Holdco Inc., and A. Schulman, Inc. (the merger). |
| Management |
| For |
| For |
|
2. |
| To approve, on a non-binding advisory basis, specified compensation that may be paid or become payable to the named executive officers of A. Schulman, Inc. in connection with the merger and contemplated by the merger agreement. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the proposal to adopt the merger agreement. |
| Management |
| For |
| For |
|
KAPSTONE PAPER & PACKAGING CORPORATION
Security | 48562P103 | Meeting Type | Annual |
Ticker Symbol | KS | Meeting Date | 14-Jun-2018 |
ISIN | US48562P1030 | Agenda | 934828039 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Jonathan R. Furer |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Matthew H. Paull |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: Maurice S. Reznik |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Roger W. Stone |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of the Company’s named executive officer compensation. |
| Management |
| For |
| For |
|
ZPG PLC
Security | G98930103 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 18-Jun-2018 |
ISIN | GB00BMHTHT14 | Agenda | 709543967 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO IMPLEMENT THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENT TO THE ARTICLES OF ASSOCIATION OF THE COMPANY |
| Management |
| For |
| For |
|
ZPG PLC
Security | G98930103 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 18-Jun-2018 |
ISIN | GB00BMHTHT14 | Agenda | 709543979 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
1 |
| FOR THE PURPOSE OF CONSIDERING, AND IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE “SCHEME”) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS (AS DEFINED IN THE SCHEME DOCUMENT) |
| Management |
| For |
| For |
|
VERIFONE SYSTEMS, INC.
Security | 92342Y109 | Meeting Type | Special |
Ticker Symbol | PAY | Meeting Date | 19-Jun-2018 |
ISIN | US92342Y1091 | Agenda | 934834929 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of April 9, 2018, by and among VeriFone Systems, Inc. (“the Company”), Vertex Holdco LLC and Vertex Merger Sub LLC. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for the Company’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To adjourn the special meeting, if necessary or appropriate, including if there are not holders of a sufficient number of shares of the Company’s common stock present or represented by proxy at the special meeting to constitute a quorum. |
| Management |
| For |
| For |
|
ORBOTECH LTD.
Security | M75253100 | Meeting Type | Annual |
Ticker Symbol | ORBK | Meeting Date | 21-Jun-2018 |
ISIN | IL0010823388 | Agenda | 934838977 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| RE-ELECTION OF DIRECTOR: YOCHAI RICHTER |
| Management |
| For |
| For |
|
1b. |
| RE-ELECTION OF DIRECTOR: YEHUDIT BRONICKI |
| Management |
| For |
| For |
|
1c. |
| RE-ELECTION OF DIRECTOR: DAN FALK |
| Management |
| For |
| For |
|
1d. |
| RE-ELECTION OF DIRECTOR: MIRON KENNETH |
| Management |
| For |
| For |
|
1e. |
| RE-ELECTION OF DIRECTOR: JACOB RICHTER |
| Management |
| For |
| For |
|
1f. |
| RE-ELECTION OF DIRECTOR: ELIEZER TOKMAN |
| Management |
| For |
| For |
|
1g. |
| RE-ELECTION OF DIRECTOR: SHIMON ULLMAN |
| Management |
| For |
| For |
|
1h. |
| RE-ELECTION OF DIRECTOR: ARIE WEISBERG |
| Management |
| For |
| For |
|
2. |
| RE-ELECTION OF EXTERNAL DIRECTOR: AVNER HERMONI (INCLUDING HIS REMUNERATION AND BENEFITS) |
| Management |
| For |
| For |
|
2a. |
| ARE YOU AN INTERESTED PARTY (AS SUCH TERM IS DEFINED IN THE PROXY STATEMENT) WITH RESPECT TO THIS ITEM 2? IF YOU HAVE NOT MARKED “NO” ON THE PROXY THEREBY CONFIRMING THAT YOU ARE NOT AN INTERESTED PARTY WITH RESPECT TO ITEM 2, YOUR VOTE WILL NOT BE COUNTED FOR PURPOSES OF THE EXTERNAL DIRECTOR MAJORITY IF YOU DO NOT VOTE ON THIS ITEM OR VOTE FOR THIS ITEM YOUR VOTE WILL NOT COUNT FOR PROPOSAL 2 YES=FOR, NO=AGAINST |
| Management |
| No Action |
|
|
|
3. |
| RE-APPOINTMENT OF KESSELMAN & KESSELMAN AS AUDITORS OF THE COMPANY. |
| Management |
| For |
| For |
|
4a. |
| POTENTIAL CASH AND EQUITY-BASED RETENTION INCENTIVES TO: THE CHIEF EXECUTIVE OFFICER OF THE COMPANY |
| Management |
| For |
| For |
|
4aa |
| ARE YOU AN INTERESTED PARTY (AS SUCH TERM IS DEFINED IN THE PROXY STATEMENT) WITH RESPECT TO THIS ITEM 4A? IF YOU HAVE NOT MARKED “NO” ON THE PROXY THEREBY CONFIRMING THAT YOU ARE NOT AN INTERESTED PARTY WITH RESPECT TO ITEM 4A, YOUR VOTE WILL NOT BE COUNTED FOR PURPOSES OF THE EXTERNAL DIRECTOR MAJORITY IF YOU DO NOT VOTE ON THIS ITEM OR VOTE FOR THIS ITEM YOUR VOTE WILL NOT COUNT FOR PROPOSAL 4A YES=FOR, NO=AGAINST |
| Management |
| No Action |
|
|
|
4b. |
| THE PRESIDENT AND CHIEF OPERATING OFFICER OF THE COMPANY |
| Management |
| For |
| For |
|
4bb |
| ARE YOU AN INTERESTED PARTY (AS SUCH TERM IS DEFINED IN THE PROXY STATEMENT) WITH RESPECT TO THIS ITEM 4B? IF YOU HAVE NOT MARKED “NO” ON THE PROXY THEREBY CONFIRMING THAT YOU ARE NOT AN INTERESTED PARTY WITH RESPECT TO ITEM 4B, YOUR VOTE WILL NOT BE COUNTED FOR PURPOSES OF THE EXTERNAL DIRECTOR MAJORITY IF YOU DO NOT VOTE ON THIS ITEM OR VOTE FOR THIS ITEM YOUR VOTE WILL NOT COUNT FOR PROPOSAL 4B YES=FOR, NO=AGAINST |
| Management |
| No Action |
|
|
|
5. |
| ACCELERATED VESTING OF ORBOTECH EQUITY AWARDS GRANTED TO THE COMPANY’S DIRECTORS IN CONNECTION WITH THE 2018 ANNUAL GENERAL MEETING |
| Management |
| For |
| For |
|
NXP SEMICONDUCTORS NV.
Security | N6596X109 | Meeting Type | Annual |
Ticker Symbol | NXPI | Meeting Date | 22-Jun-2018 |
ISIN | NL0009538784 | Agenda | 934843079 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
2-C |
| Adoption of the 2017 statutory annual accounts |
| Management |
| For |
| For |
|
2-D |
| Granting discharge to the executive member and non-executive members of the Board of Directors for their responsibilities in the financial year 2017 |
| Management |
| For |
| For |
|
3-A |
| Proposal to re-appoint Mr. Richard L. Clemmer as executive director |
| Management |
| For |
| For |
|
3-B |
| Proposal to re-appoint Sir Peter Bonfield as non-executive director |
| Management |
| For |
| For |
|
3-C |
| Proposal to re-appoint Mr. Johannes P. Huth as non-executive director |
| Management |
| For |
| For |
|
3-D |
| Proposal to re-appoint Mr. Kenneth A. Goldman as non-executive director |
| Management |
| For |
| For |
|
3-E |
| Proposal to re-appoint Mr. Josef Kaeser as non-executive director |
| Management |
| For |
| For |
|
3-F |
| Proposal to re-appoint Mr. Eric Meurice as non-executive director |
| Management |
| For |
| For |
|
3-G |
| Proposal to re-appoint Mr. Peter Smitham as non-executive director |
| Management |
| For |
| For |
|
3-H |
| Proposal to re-appoint Ms. Julie Southern as non-executive director |
| Management |
| For |
| For |
|
3-I |
| Proposal to re-appoint Mr. Gregory Summe as non-executive director |
| Management |
| For |
| For |
|
4-A |
| Conditional appointment as per Closing of Mr. Steve Mollenkopf as executive director |
| Management |
| For |
| For |
|
4-B |
| Conditional appointment as per Closing of Mr. George S. Davis as non-executive director |
| Management |
| For |
| For |
|
4-C |
| Conditional appointment as per Closing of Mr. Donald J. Rosenberg as non-executive director |
| Management |
| For |
| For |
|
4-D |
| Conditional appointment as per Closing of Mr. Brian Modoff as non-executive director |
| Management |
| For |
| For |
|
4-E |
| Conditional appointment as per Closing of Mr. Rob ter Haar as non-executive director |
| Management |
| For |
| For |
|
4-F |
| Conditional appointment as per Closing of Prof. Dr. Steven Perrick as non-executive director |
| Management |
| For |
| For |
|
5-A |
| Authorization of the Board of Directors to issue shares or grant rights to acquire shares |
| Management |
| For |
| For |
|
5-B |
| Authorization of the Board of Directors to restrict or exclude pre-emption rights |
| Management |
| For |
| For |
|
6. |
| Authorization of the Board of Directors to repurchase shares in the Company’s capital |
| Management |
| For |
| For |
|
7. |
| Authorization to cancel ordinary shares in the Company’s capital |
| Management |
| For |
| For |
|
8. |
| Proposal to re-appoint KPMG Accountants N.V. as the Company’s external auditor for fiscal year 2018 |
| Management |
| For |
| For |
|
PAPELES Y CARTONES DE EUROPA, S.A.
Security | E4611S106 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 27-Jun-2018 |
ISIN | ES0168561019 | Agenda | 709544692 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE WILL BE A-SECOND CALL ON 28 JUNE 2018. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL-REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU |
| Non-Voting |
|
|
|
|
|
1 |
| REVIEW AND APPROVE THE INDIVIDUAL ANNUAL ACCOUNTS AND MANAGEMENT REPORT OF PAPELES Y CARTONES DE EUROPA, S.A. AS WELL AS THE CONSOLIDATED ANNUAL ACCOUNTS AND MANAGEMENT REPORT OF PAPELES Y CARTONES DE EUROPA, S.A. AND ITS AFFILIATED COMPANIES, ALL FOR THE FISCAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
2 |
| APPROVE THE MANAGEMENT OF THE BOARD OF DIRECTORS FOR THE FISCAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
3 |
| APPLICATION OF 2017 PROFITS |
| Management |
| For |
| For |
|
4 |
| REPORT ON THE DIRECTORS REMUNERATION, IN CONFORMITY WITH ARTICLE 541,4 OF THE CAPITAL COMPANIES ACT, TO BE VOTED ON FOR CONSULTATION PURPOSES |
| Management |
| For |
| For |
|
5 |
| REMUNERATION POLICY |
| Management |
| For |
| For |
|
6 |
| SET THE REMUNERATION OF THE BOARD |
| Management |
| For |
| For |
|
7 |
| REAPPOINTMENT OF ERNST AND YOUNG AUDITORES, S.L. AS THE AUDITORS OF THE COMPANY AND ITS CONSOLIDATED GROUP |
| Management |
| For |
| For |
|
8.1 |
| REAPPOINTMENT OF D. VICENTE GUILARTE GUTIERREZ AS OTHER EXTERNAL DIRECTOR |
| Management |
| For |
| For |
|
8.2 |
| REAPPOINTMENT OF AGUASAL S.A.U., AS DIRECTOR REPRESENTING SUBSTANTIAL SHAREHOLDERS |
| Management |
| For |
| For |
|
8.3 |
| SET THE NUMBER OF DIRECTORS. MAINTAIN ONE VACANCY WITHIN THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
9 |
| CAPITAL INCREASE FOR A MAXIMUM AMOUNT OF EUR 7,939,026 THROUGH THE ISSUE OF UP TO 3,969,513 SHARES, ASSIGNING 1 NEW FREE SHARE FOR EVERY 25 OLD SHARES AGAINST RETAINED CASH. FULL SUBSCRIPTION NOT REQUIRED. DELEGATE POWERS TO THE BOARD, WITH SUBSTITUTION POWERS ON THE EXECUTIVE COMMITTEE, TO SET THOSE TERMS AND CONDITIONS FOR THE CAPITAL INCREASE THAT ARE NOT ESTABLISHED BY THE GENERAL MEETING, TO TAKE ANY NECESSARY ACTIONS FOR ITS EXECUTION, TO RESTATE ARTICLE 5 OF THE ARTICLES OF ASSOCIATION IN ORDER TO BRING IT INTO LINE WITH THE NEW CORPORATE CAPITAL AMOUNT, AND TO EXECUTE ANY NECESSARY PUBLIC OR PRIVATE INSTRUMENTS RELATED TO THE INCREASE. REQUEST LISTING OF THE NEW SHARES IN THE STOCK EXCHANGES OF MADRID AND BARCELONA, AND THEIR TRADING THROUGH THE STOCK EXCHANGE LINKING SERVICE |
| Management |
| For |
| For |
|
10 |
| DELEGATE POWERS TO THE BOARD, WITH EXPRESS SUBSTITUTION AUTHORITY ON THE EXECUTIVE COMMITTEE, TO INCREASE THE CORPORATE CAPITAL, AS PROVIDED IN SECTIONS 297.1.B AND 506 OF THE CAPITAL COMPANIES ACT, WITHIN A 5 YEAR PERIOD, ALL AT ONCE OR IN STAGES, UP TO 50 PCT. OF THE CURRENT CORPORATE CAPITAL AMOUNT, WITH POWERS TO EXCLUDE THE PREFERENTIAL SUBSCRIPTION RIGHTS AND RENDERING VOID THE AUTHORITY GRANTED THERETO BY THE GENERAL MEETING OF 24 JUNE 2015 |
| Management |
| For |
| For |
|
11 |
| GRANT TO THE BOARD OF DIRECTORS THE AUTHORITY, WITH EXPRESS SUBSTITUTION POWERS ON THE EXECUTIVE COMMITTEE, TO PROCEED TO THE DERIVATIVE ACQUISITION OF OWN SHARES AND TO AUTHORIZE THE AFFILIATED COMPANIES TO ACQUIRE SHARES OF PAPELES Y CARTONES DE EUROPA, S.A., ALL UNDER THE LIMITS AND REQUIREMENTS OF SECTION 144 AND FOLLOWING SECTIONS OF THE SPANISH CAPITAL COMPANY ACT, RENDERING VOID, FOR THE AMOUNT NOT USED, THE AUTHORITY GRANTED THERETO BY THE GENERAL MEETING OF 24 JUNE 2015 |
| Management |
| For |
| For |
|
12 |
| DELEGATE POWERS TO THE BOARD, WITH SUBSTITUTION AUTHORITY ON THE EXECUTIVE COMMITTEE, TO ISSUE, IN ONE OR SEVERAL INSTALMENTS, BONDS, DEBENTURES AND OTHER SIMILAR FIXED INCOME SECURITIES, INCLUDING COVERED BONDS, PROMISSORY NOTES AND WARRANTS, AS WELL AS DEBT INSTRUMENTS CONVERTIBLE AND OR EXCHANGEABLE FOR COMPANY SHARES. SET THE CRITERIA TO FIX THE BASES AND TYPES OF THE CONVERSION AND, OR EXCHANGE. EXCLUDE THE PREFERENTIAL SUBSCRIPTION RIGHTS, AS THE CASE MAY BE, RENDERING VOID THE AUTHORITY GRANTED THERETO BY THE GENERAL MEETING OF 24 JUNE 2015 |
| Management |
| For |
| For |
|
13 |
| EUR 3,969,512 CAPITAL REDUCTION BY AMORTIZATION OF 1,984,756 OWN SHARES HELD AS TREASURY STOCK, REPRESENTING 2 PCT. OF THE SHARE CAPITAL. DELEGATE POWERS TO THE BOARD, WITH EXPRESS SUBSTITUTION POWERS ON THE EXECUTIVE COMMITTEE, TO SET THE TERMS AND CONDITIONS FOR THE CAPITAL REDUCTION THAT ARE NOT SET BY THE GENERAL MEETING, TO RESTATE ARTICLE 5 OF THE ARTICLES OF ASSOCIATION AND TO SEEK DELISTING AND CANCELLATION OF THE AMORTIZED SHARES, AS WELL AS TO EXECUTE ANY RELATED PUBLIC AND PRIVATE DOCUMENTS |
| Management |
| For |
| For |
|
14 |
| DELEGATE POWERS TO THE BOARD, WITH SUBSTITUTION AUTHORITY, FOR THE FULL DEVELOPMENT, EXECUTION AND CONSTRUCTION OF THE AGREEMENTS, AND TO FILE THEM WITH THE RELEVANT AUTHORITIES. |
| Management |
| For |
| For |
|
15 |
| WRITE UP, AS THE CASE MAY BE, THE MINUTES OF THE PROCEEDINGS, BY ANY OF THE METHODS PROVIDED IN SECTION 202 OF THE CAPITAL COMPANIES ACT. OTHERWISE, APPLY THE PROVISIONS IN SECTION 203 OF THE SAME ACT |
| Management |
| For |
| For |
|
CMMT |
| 28 MAY 2018: PLEASE NOTE THAT SHAREHOLDERS HOLDING LESS THAN “50” SHARES-(MINIMUM AMOUNT TO ATTEND THE MEETING) MAY GRANT A PROXY TO ANOTHER-SHAREHOLDER ENTITLED TO LEGAL ASSISTANCE OR GROUP THEM TO REACH AT LEAST THAT-NUMBER, GIVING REPRESENTATION TO A SHAREHOLDER OF THE GROUPED OR OTHER-PERSONAL SHAREHOLDER ENTITLED TO ATTEND THE MEETING. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| 28 MAY 2018: PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
THE ARBITRAGE EVENT-DRIVEN FUND
Investment Company Report
PANERA BREAD COMPANY
Security | 69840W108 | Meeting Type | Special |
Ticker Symbol | PNRA | Meeting Date | 11-Jul-2017 |
ISIN | US69840W1080 | Agenda | 934645029 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 4, 2017, BY AND AMONG PANERA BREAD COMPANY, JAB HOLDINGS B.V., RYE PARENT CORP., AND RYE MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION ARRANGEMENTS FOR THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
FORTRESS INVESTMENT GROUP LLC
Security | 34958B106 | Meeting Type | Special |
Ticker Symbol | FIG | Meeting Date | 12-Jul-2017 |
ISIN | US34958B1061 | Agenda | 934649457 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| THE PROPOSAL TO ADOPT THE MERGER AGREEMENT, THEREBY APPROVING THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT AND THE MERGER. |
| Management |
| For |
| For |
|
2. |
| THE PROPOSAL TO APPROVE ANY POSTPONEMENTS OF THE SPECIAL MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IF THERE ARE HOLDERS OF AN INSUFFICIENT NUMBER OF CLASS A SHARES AND CLASS B SHARES PRESENT OR REPRESENTED BY PROXY AT THE SPECIAL MEETING TO CONSTITUTE A QUORUM AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| THE PROPOSAL TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY THE COMPANY TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
THE FINISH LINE, INC.
Security | 317923100 | Meeting Type | Annual |
Ticker Symbol | FINL | Meeting Date | 13-Jul-2017 |
ISIN | US3179231002 | Agenda | 934639103 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 GLENN S. LYON |
|
|
| For |
| For |
|
|
| 2 TORRENCE BOONE |
|
|
| For |
| For |
|
|
| 3 WILLIAM P. CARMICHAEL |
|
|
| For |
| For |
|
2. |
| TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY’S FISCAL YEAR ENDING MARCH 3, 2018. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
4. |
| TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE FREQUENCY OF THE SHAREHOLDER VOTE ON THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
DIGITALGLOBE, INC.
Security | 25389M877 | Meeting Type | Special |
Ticker Symbol | DGI | Meeting Date | 27-Jul-2017 |
ISIN | US25389M8771 | Agenda | 934653773 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 24, 2017, BY AND AMONG DIGITALGLOBE, INC., MACDONALD, DETTWILER AND ASSOCIATES LTD., SSL MDA HOLDINGS, INC., AND MERLIN MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN SPECIFIED COMPENSATION THAT WILL OR MAY BE PAID BY DIGITALGLOBE, INC. TO ITS NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER. |
| Management |
| For |
| For |
|
3. |
| APPROVE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
MACDONALD, DETTWILER AND ASSOCIATES LTD.
Security | 554282103 | Meeting Type | Annual and Special Meeting |
Ticker Symbol | MDDWF | Meeting Date | 27-Jul-2017 |
ISIN | CA5542821031 | Agenda | 934655296 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 ROBERT L. PHILLIPS |
|
|
| For |
| For |
|
|
| 2 HOWARD L. LANCE |
|
|
| For |
| For |
|
|
| 3 BRIAN G. KENNING |
|
|
| For |
| For |
|
|
| 4 DENNIS H. CHOOKASZIAN |
|
|
| For |
| For |
|
|
| 5 ERIC J. ZAHLER |
|
|
| For |
| For |
|
|
| 6 LORI B. GARVER |
|
|
| For |
| For |
|
|
| 7 JOANNE O. ISHAM |
|
|
| For |
| For |
|
|
| 8 C. ROBERT KEHLER |
|
|
| For |
| For |
|
02 |
| APPOINTMENT OF KPMG LLP AS AUDITORS OF MACDONALD, DETTWILER AND ASSOCIATES LTD. (“MDA”) FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS OF MDA TO FIX THEIR REMUNERATION. |
| Management |
| For |
| For |
|
03 |
| ACCEPT THE NON-BINDING ADVISORY RESOLUTION ON MDA’S APPROACH TO EXECUTIVE COMPENSATION, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR DATED JUNE 21, 2017 (THE “MANAGEMENT PROXY CIRCULAR”). |
| Management |
| For |
| For |
|
04 |
| ACCEPT THE RESOLUTION ON APPROVAL OF THE 2017 LONG-TERM INCENTIVE PLAN OF MDA AND THE RESERVATION OF COMMON SHARES FOR ISSUE THEREUNDER, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
05 |
| ACCEPT THE RESOLUTION ON APPROVAL OF THE OMNIBUS EQUITY INCENTIVE PLAN OF MDA AND THE RESERVATION OF COMMON SHARES FOR ISSUE THEREUNDER, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
06 |
| ACCEPT THE ORDINARY RESOLUTION ON THE APPROVAL OF THE ISSUE OF COMMON SHARES PURSUANT TO THE MERGER AGREEMENT (AS DEFINED IN THE MANAGEMENT PROXY CIRCULAR), AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
7A |
| ELECTION OF DIGITALGLOBE DESIGNEES AS DIRECTORS HOWELL M. ESTES III |
| Management |
| For |
| For |
|
7B |
| L. ROGER MASON, JR. |
| Management |
| For |
| For |
|
7C |
| NICK S. CYPRUS |
| Management |
| For |
| For |
|
C. R. BARD, INC.
Security | 067383109 | Meeting Type | Special |
Ticker Symbol | BCR | Meeting Date | 08-Aug-2017 |
ISIN | US0673831097 | Agenda | 934656363 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 23, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”), BY AND AMONG C. R. BARD, INC., A NEW JERSEY CORPORATION (THE “COMPANY”), BECTON, DICKINSON AND COMPANY, A NEW JERSEY CORPORATION, AND LAMBDA CORP., A NEW JERSEY CORPORATION AND WHOLLY OWNED SUBSIDIARY OF BECTON, DICKINSON AND COMPANY. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE BY ADVISORY (NON-BINDING) VOTE, CERTAIN COMPENSATION ARRANGEMENTS FOR THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| TO 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 MERGER AGREEMENT. |
| Management |
| For |
| For |
|
CA, INC.
Security | 12673P105 | Meeting Type | Annual |
Ticker Symbol | CA | Meeting Date | 09-Aug-2017 |
ISIN | US12673P1057 | Agenda | 934653052 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| ELECTION OF DIRECTOR: JENS ALDER |
| Management |
| For |
| For |
|
1B. |
| ELECTION OF DIRECTOR: RAYMOND J. BROMARK |
| Management |
| For |
| For |
|
1C. |
| ELECTION OF DIRECTOR: MICHAEL P. GREGOIRE |
| Management |
| For |
| For |
|
1D. |
| ELECTION OF DIRECTOR: ROHIT KAPOOR |
| Management |
| For |
| For |
|
1E. |
| ELECTION OF DIRECTOR: JEFFREY G. KATZ |
| Management |
| For |
| For |
|
1F. |
| ELECTION OF DIRECTOR: KAY KOPLOVITZ |
| Management |
| For |
| For |
|
1G. |
| ELECTION OF DIRECTOR: CHRISTOPHER B. LOFGREN |
| Management |
| For |
| For |
|
1H. |
| ELECTION OF DIRECTOR: RICHARD SULPIZIO |
| Management |
| For |
| For |
|
1I. |
| ELECTION OF DIRECTOR: LAURA S. UNGER |
| Management |
| For |
| For |
|
1J. |
| ELECTION OF DIRECTOR: ARTHUR F. WEINBACH |
| Management |
| For |
| For |
|
1K. |
| ELECTION OF DIRECTOR: RENATO (RON) ZAMBONINI |
| Management |
| For |
| For |
|
2. |
| TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MARCH 31, 2018. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
4. |
| TO VOTE, ON AN ADVISORY BASIS, ON THE FREQUENCY OF FUTURE VOTES TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
5. |
| TO APPROVE AN AMENDMENT TO INCREASE THE NUMBER OF AUTHORIZED SHARES ISSUABLE UNDER THE CA, INC. 2012 COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS. |
| Management |
| For |
| For |
|
WHOLE FOODS MARKET, INC.
Security | 966837106 | Meeting Type | Special |
Ticker Symbol | WFM | Meeting Date | 23-Aug-2017 |
ISIN | US9668371068 | Agenda | 934662328 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF MERGER (THE “MERGER AGREEMENT”), DATED AS OF JUNE 15, 2017, BY AND AMONG AMAZON.COM, INC., WALNUT MERGER SUB, INC. (“MERGER SUB”) AND WHOLE FOODS MARKET, INC. (THE “COMPANY”), PURSUANT TO WHICH MERGER SUB WILL MERGE WITH AND INTO THE COMPANY (THE “MERGER”), WITH THE COMPANY SURVIVING THE MERGER. |
| Management |
| For |
| For |
|
2. |
| PROPOSAL TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY’S AMENDED AND RESTATED ARTICLES OF INCORPORATION TO SET THE NUMBER OF AUTHORIZED SHARES OF THE COMPANY’S COMMON STOCK AT 600 MILLION. |
| Management |
| For |
| For |
|
4. |
| PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO APPROVE THE MERGER AGREEMENT OR IN THE ABSENCE OF A QUORUM. |
| Management |
| For |
| For |
|
STADA ARZNEIMITTEL AKTIENGESELLSCHAFT
Security | D7T913145 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE000A2GS5A4 | Agenda | 708433519 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
STADA ARZNEIMITTEL AG, BAD VILBEL
Security | D76226113 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE0007251803 | Agenda | 708433521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
| For |
| For |
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
| For |
| For |
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
| For |
| For |
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
| For |
| For |
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
| For |
| For |
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
| Abstain |
| For |
|
STADA ARZNEIMITTEL AG, BAD VILBEL
Security | D76226113 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE0007251803 | Agenda | 708433521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE-ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD-PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF-APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
KNIGHT TRANSPORTATION, INC.
Security | 499064103 | Meeting Type | Special |
Ticker Symbol | KNX | Meeting Date | 07-Sep-2017 |
ISIN | US4990641031 | Agenda | 934667582 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| KNIGHT MERGER PROPOSAL. PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 9, 2017, BY AND AMONG KNIGHT TRANSPORTATION, INC., SWIFT TRANSPORTATION COMPANY AND BISHOP MERGER SUB, INC. AND THE MERGER AND OTHER TRANSACTIONS CONTEMPLATED THEREBY. |
| Management |
| For |
| For |
|
2. |
| KNIGHT BOARD CLASSIFICATION PROPOSAL. PROPOSAL TO AMEND SWIFT TRANSPORTATION COMPANY’S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE CLASSIFICATION OF THE COMBINED COMPANY BOARD OF DIRECTORS INTO THREE CLASSES OF DIRECTORS WITH STAGGERED TERMS OF OFFICE. |
| Management |
| For |
| For |
|
3. |
| KNIGHT STOCKHOLDER WRITTEN CONSENT PROPOSAL. PROPOSAL TO AMEND SWIFT TRANSPORTATION COMPANY’S CERTIFICATE OF INCORPORATION TO PROVIDE THAT STOCKHOLDERS OF THE COMBINED COMPANY MAY TAKE ACTION BY WRITTEN CONSENT, IN LIEU OF HOLDING A MEETING, IF SUCH ACTION IS PASSED BY A UNANIMOUS WRITTEN CONSENT SIGNED BY ALL STOCKHOLDERS ENTITLED TO VOTE. |
| Management |
| For |
| For |
|
4. |
| KNIGHT ADJOURNMENT PROPOSAL. PROPOSAL TO APPROVE THE ADJOURNMENT OF THE KNIGHT TRANSPORTATION, INC. SPECIAL MEETING TO ANOTHER DATE AND PLACE IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL VOTES IN FAVOR OF PROPOSALS 1, 2 AND 3. |
| Management |
| For |
| For |
|
5. |
| KNIGHT ADVISORY COMPENSATION PROPOSAL. PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT MAY BECOME PAYABLE TO KNIGHT TRANSPORTATION, INC.’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
NEURODERM LTD
Security | M74231107 | Meeting Type | Special |
Ticker Symbol | NDRM | Meeting Date | 12-Sep-2017 |
ISIN | IL0011334955 | Agenda | 934672331 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE ACQUISITION OF THE COMPANY BY MTPC, INCLUDING THE APPROVAL OF: (I) THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 24, 2017, BY AND AMONG THE COMPANY, MTPC, AND MERGER SUB (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”); (II) THE MERGER OF MERGER SUB WITH AND INTO THE COMPANY (THE “MERGER”) ON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH IN THE MERGER AGREEMENT AND IN ACCORDANCE WITH SECTIONS 314-327 OF THE ISRAELI COMPANIES LAW, ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
1A. |
| THE UNDERSIGNED CONFIRMS THAT HE, SHE OR IT IS NOT MTPC, MERGER SUB, ANY PERSON HOLDING AT LEAST 25% OF THE MEANS OF CONTROL OF EITHER OF THEM, ANYONE ACTING ON THEIR BEHALF, OR ANY FAMILY MEMBER OF, OR ENTITY CONTROLLED BY, ANY OF THE FOREGOING, INCLUDING THEIR AFFILIATES. IF YOU DO NOT VOTE ON THIS ITEM OR VOTE AGAINST THIS ITEM, YOUR VOTE WILL NOT BE COUNTED FOR PROPOSAL 1. FOR = I CERTIFY THAT I HAVE NO PERSONAL INTEREST FOR THIS PROPOSAL. AGAINST = I CERTIFY THAT I DO HAVE A PERSONAL INTEREST FOR THIS PROPOSAL. |
| Management |
| For |
|
|
|
PAREXEL INTERNATIONAL CORPORATION
Security | 699462107 | Meeting Type | Special |
Ticker Symbol | PRXL | Meeting Date | 15-Sep-2017 |
ISIN | US6994621075 | Agenda | 934669562 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 19, 2017, BY AND AMONG WEST STREET PARENT, LLC, WEST STREET MERGER SUB, INC. AND PAREXEL INTERNATIONAL CORPORATION, AS IT MAY BE AMENDED FROM TIME TO TIME (THE “MERGER AGREEMENT”). |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY PAREXEL INTERNATIONAL CORPORATION TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SHAREHOLDER MEETING, IF NECESSARY AND TO THE EXTENT PERMITTED BY THE MERGER AGREEMENT, TO SOLICIT ADDITIONAL PROXIES IF PAREXEL INTERNATIONAL CORPORATION HAS NOT OBTAINED SUFFICIENT AFFIRMATIVE SHAREHOLDER VOTES TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
FIDELITY & GUARANTY LIFE
Security | 315785105 | Meeting Type | Annual |
Ticker Symbol | FGL | Meeting Date | 29-Sep-2017 |
ISIN | US3157851052 | Agenda | 934669031 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 WILLIAM J. BAWDEN |
|
|
| For |
| For |
|
|
| 2 L. JOHN H. TWEEDIE |
|
|
| For |
| For |
|
2. |
| TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING SEPTEMBER 30, 2017. |
| Management |
| For |
| For |
|
ENSCO PLC
Security | G3157S106 | Meeting Type | Special |
Ticker Symbol | ESV | Meeting Date | 05-Oct-2017 |
ISIN | GB00B4VLR192 | Agenda | 934671303 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ENSCO MERGER CONSIDERATION PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE OF ENSCO CLASS A ORDINARY SHARES, TO SHAREHOLDERS OF ATWOOD OCEANICS, INC. (“ATWOOD”), PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 29, 2017, BY AND AMONG ENSCO, ECHO MERGER SUB LLC, A WHOLLY OWNED SUBSIDIARY OF ENSCO (“MERGER SUB”), AND ATWOOD, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, WHICH PROVIDES FOR, AMONG OTHER THINGS, THE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ENSCO GENERAL ALLOTMENT AUTHORITY INCREASE PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES OF ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED PURSUANT TO PARAGRAPH (A) OF RESOLUTION 11 PASSED AT THE ANNUAL GENERAL MEETING OF ENSCO SHAREHOLDERS HELD ON MAY 22, 2017 (THE “ENSCO 2017 ANNUAL GENERAL MEETING”) AND UNUSED AS OF THE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| ENSCO GENERAL DISAPPLICATION OF PRE-EMPTIVE RIGHTS PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES FOR CASH ON A NON-PRE-EMPTIVE BASIS, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES IN ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED FOR CASH ON A NON-PRE-EMPTIVE BASIS PURSUANT TO RESOLUTION 12 PASSED AT THE ENSCO 2017 ANNUAL GENERAL MEETING AND UNUSED AS OF THE DATE OF THE PROXY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
4. |
| ENSCO SPECIFIED DISAPPLICATION OF PRE-EMPTIVE RIGHTS PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES FOR CASH ON A NON-PRE-EMPTIVE BASIS, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES IN ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED FOR CASH ON A NON-PRE-EMPTIVE BASIS PURSUANT TO RESOLUTION 13 PASSED AT THE ENSCO 2017 ANNUAL GENERAL MEETING AND UNUSED AS OF THE DATE OF THE PROXY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
TRIBUNE MEDIA COMPANY
Security | 896047503 | Meeting Type | Special |
Ticker Symbol | TRCO | Meeting Date | 19-Oct-2017 |
ISIN | US8960475031 | Agenda | 934678244 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF THE MERGER AGREEMENT: TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 8, 2017 (THE “MERGER AGREEMENT”), BY AND AMONG TRIBUNE MEDIA COMPANY (“TRIBUNE”) AND SINCLAIR BROADCAST GROUP, INC., AND FOLLOWING THE EXECUTION AND DELIVERY OF A ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ADVISORY VOTE REGARDING MERGER RELATED NAMED EXECUTIVE OFFICER COMPENSATION: TO CONSIDER AND VOTE ON A NON-BINDING, ADVISORY PROPOSAL TO APPROVE THE COMPENSATION THAT MAY BECOME PAYABLE TO TRIBUNE’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
3. |
| APPROVAL OF SPECIAL MEETING: TO CONSIDER AND VOTE ON A PROPOSAL TO ADJOURN THE TRIBUNE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING ADJOURNMENTS TO PERMIT FURTHER SOLICITATION OF PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
METLIFE, INC.
Security | 59156R108 | Meeting Type | Special |
Ticker Symbol | MET | Meeting Date | 19-Oct-2017 |
ISIN | US59156R1086 | Agenda | 934679602 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| AMEND THE PREFERRED STOCK DIVIDEND PAYMENT TESTS IN THE COMPANY’S CERTIFICATE OF INCORPORATION. |
| Management |
| For |
| For |
|
2. |
| ADJOURN THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES. |
| Management |
| For |
| For |
|
ALTABA INC.
Security | 021346101 | Meeting Type | Annual |
Ticker Symbol | AABA | Meeting Date | 24-Oct-2017 |
ISIN | US0213461017 | Agenda | 934677874 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| ELECTION OF DIRECTOR: TOR R. BRAHAM |
| Management |
| For |
| For |
|
1.2 |
| ELECTION OF DIRECTOR: ERIC K. BRANDT |
| Management |
| For |
| For |
|
1.3 |
| ELECTION OF DIRECTOR: CATHERINE J. FRIEDMAN |
| Management |
| For |
| For |
|
1.4 |
| ELECTION OF DIRECTOR: RICHARD L. KAUFFMAN |
| Management |
| For |
| For |
|
1.5 |
| ELECTION OF DIRECTOR: THOMAS J. MCINERNEY |
| Management |
| For |
| For |
|
2. |
| TO APPROVE A NEW INVESTMENT ADVISORY AGREEMENT BETWEEN THE FUND AND BLACKROCK ADVISORS LLC. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A NEW INVESTMENT ADVISORY AGREEMENT BETWEEN THE FUND AND MORGAN STANLEY SMITH BARNEY LLC. |
| Management |
| For |
| For |
|
4. |
| TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE FUND’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. |
| Management |
| For |
| For |
|
5. |
| TO APPROVE A LONG-TERM DEFERRED COMPENSATION INCENTIVE PLAN FOR THE FUND’S MANAGEMENT AND DIRECTORS. |
| Management |
| For |
| For |
|
6. |
| TO VOTE UPON A STOCKHOLDER PROPOSAL REGARDING STOCKHOLDER ACTION BY WRITTEN CONSENT. |
| Shareholder |
| Against |
| For |
|
7. |
| TO VOTE UPON A STOCKHOLDER PROPOSAL REGARDING THE YAHOO HUMAN RIGHTS FUND. |
| Shareholder |
| Against |
| For |
|
NXSTAGE MEDICAL, INC.
Security | 67072V103 | Meeting Type | Special |
Ticker Symbol | NXTM | Meeting Date | 27-Oct-2017 |
ISIN | US67072V1035 | Agenda | 934683194 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AUGUST 7, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG NXSTAGE, FRESENIUS MEDICAL CARE HOLDINGS, INC. AND BROADWAY RENAL SERVICES, INC. PURSUANT TO WHICH BROADWAY RENAL SERVICES, INC. WOULD MERGE WITH AND INTO NXSTAGE. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO NXSTAGE’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER, AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES TO APPROVE PROPOSAL 1 AT THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
ORACLE CORPORATION
Security | 68389X105 | Meeting Type | Annual |
Ticker Symbol | ORCL | Meeting Date | 15-Nov-2017 |
ISIN | US68389X1054 | Agenda | 934681671 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 JEFFREY S. BERG |
|
|
| For |
| For |
|
|
| 2 MICHAEL J. BOSKIN |
|
|
| For |
| For |
|
|
| 3 SAFRA A. CATZ |
|
|
| For |
| For |
|
|
| 4 BRUCE R. CHIZEN |
|
|
| For |
| For |
|
|
| 5 GEORGE H. CONRADES |
|
|
| For |
| For |
|
|
| 6 LAWRENCE J. ELLISON |
|
|
| For |
| For |
|
|
| 7 HECTOR GARCIA-MOLINA |
|
|
| For |
| For |
|
|
| 8 JEFFREY O. HENLEY |
|
|
| For |
| For |
|
|
| 9 MARK V. HURD |
|
|
| For |
| For |
|
|
| 10 RENEE J. JAMES |
|
|
| For |
| For |
|
|
| 11 LEON E. PANETTA |
|
|
| For |
| For |
|
|
| 12 NAOMI O. SELIGMAN |
|
|
| For |
| For |
|
2. |
| ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPENSATION OF NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
4. |
| APPROVAL OF THE ORACLE CORPORATION AMENDED AND RESTATED 2000 LONG- TERM EQUITY INCENTIVE PLAN. |
| Management |
| For |
| For |
|
5. |
| RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2018. |
| Management |
| For |
| For |
|
6. |
| STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS REPORT. |
| Shareholder |
| Against |
| For |
|
7. |
| STOCKHOLDER PROPOSAL REGARDING PAY EQUITY REPORT. |
| Shareholder |
| Against |
| For |
|
8. |
| STOCKHOLDER PROPOSAL REGARDING PROXY ACCESS REFORM. |
| Shareholder |
| Against |
| For |
|
THE ADVISORY BOARD COMPANY
Security | 00762W107 | Meeting Type | Special |
Ticker Symbol | ABCO | Meeting Date | 15-Nov-2017 |
ISIN | US00762W1071 | Agenda | 934689792 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPTION OF THE MERGER AGREEMENT. THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 28, 2017 (AS IT MAY BE AMENDED FROM TIME TO TIME), WHICH WE REFER TO AS THE MERGER AGREEMENT, BY AND AMONG ABCO, OPTUMINSIGHT, INC., A DELAWARE CORPORATION, AND APOLLO MERGER SUB, INC., A DELAWARE CORPORATION. |
| Management |
| For |
| For |
|
2. |
| ADJOURNMENT OF THE SPECIAL MEETING. THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES IN FAVOR OF APPROVING THE MERGER PROPOSAL AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE REGARDING MERGER-RELATED NAMED EXECUTIVE OFFICER COMPENSATION. THE PROPOSAL TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY ABCO TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
SCRIPPS NETWORKS INTERACTIVE, INC.
Security | 811065101 | Meeting Type | Special |
Ticker Symbol | SNI | Meeting Date | 17-Nov-2017 |
ISIN | US8110651010 | Agenda | 934693412 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 30, 2017, AS MAY BE AMENDED, AMONG SCRIPPS NETWORKS INTERACTIVE, INC., AN OHIO CORPORATION (“SCRIPPS”), DISCOVERY COMMUNICATIONS, INC., A DELAWARE CORPORATION (“DISCOVERY”) AND SKYLIGHT MERGER SUB, INC., AN OHIO CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (“MERGER SUB”), PURSUANT TO WHICH MERGER SUB WILL BE MERGED WITH AND INTO SCRIPPS, WITH SCRIPPS SURVIVING AS A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (THE “MERGER”). |
| Management |
| For |
| For |
|
2. |
| APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT WILL OR MAY BE PAID BY SCRIPPS TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| APPROVE THE ADJOURNMENT OF THE SCRIPPS SPECIAL MEETING IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE ITEM 1 AT THE TIME OF THE SCRIPPS SPECIAL MEETING OR IF A QUORUM IS NOT PRESENT AT THE SCRIPPS SPECIAL MEETING. |
| Management |
| For |
| For |
|
ORBITAL ATK, INC.
Security | 68557N103 | Meeting Type | Special |
Ticker Symbol | OA | Meeting Date | 29-Nov-2017 |
ISIN | US68557N1037 | Agenda | 934695048 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 17, 2017, BY AND AMONG NORTHROP GRUMMAN CORPORATION, NEPTUNE MERGER, INC. AND ORBITAL ATK, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. |
| Management |
| For |
| For |
|
2. |
| TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION THAT WILL OR MAY BE PAID TO ORBITAL ATK’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| TO ADJOURN THE ORBITAL ATK SPECIAL MEETING, IF NECESSARY, TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
CALPINE CORPORATION
Security | 131347304 | Meeting Type | Special |
Ticker Symbol | CPN | Meeting Date | 15-Dec-2017 |
ISIN | US1313473043 | Agenda | 934704873 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 17, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG CALPINE CORPORATION, VOLT PARENT, LP AND VOLT MERGER SUB, INC. |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR ADVISABLE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
3 |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, THE “GOLDEN PARACHUTE” COMPENSATION THAT MAY BE PAYABLE TO CALPINE CORPORATION’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER. |
| Management |
| For |
| For |
|
GIGAMON INC.
Security | 37518B102 | Meeting Type | Special |
Ticker Symbol | GIMO | Meeting Date | 22-Dec-2017 |
ISIN | US37518B1026 | Agenda | 934707184 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), DATED OCTOBER 26, 2017, BY AND AMONG GIGAMON INC., A DELAWARE CORPORATION (“GIGAMON”), GINSBERG HOLDCO, INC., A DELAWARE CORPORATION, AND GINSBERG MERGER SUB, INC., A DELAWARE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| Against |
| Against |
|
2. |
| TO APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, VARIOUS COMPENSATION THAT WILL OR MAY BECOME PAYABLE TO GIGAMON’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER (AS SUCH TERM IS DEFINED IN THE MERGER AGREEMENT), AS DESCRIBED IN THE PROXY STATEMENT. |
| Management |
| Against |
| Against |
|
WORLDPAY GROUP PLC
Security | G97744109 | Meeting Type | Court Meeting |
Ticker Symbol |
| Meeting Date | 08-Jan-2018 |
ISIN | GB00BYYK2V80 | Agenda | 708801065 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. |
| Non-Voting |
|
|
|
|
|
1 |
| FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF ARRANGEMENT PURSUANT TO PART 26 OF THE COMPANIES ACT 2006 (THE SCHEME) BETWEEN THE COMPANY AND THE SCHEME SHAREHOLDERS( AS DEFINED IN THE SCHEME DOCUMENT) |
| Management |
| For |
| For |
|
CMMT |
| 01 DEC 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF RECORD-DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
WORLDPAY GROUP PLC
Security | G97744109 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 08-Jan-2018 |
ISIN | GB00BYYK2V80 | Agenda | 708801077 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO GIVE EFFECT TO THE SCHEME, AS SET OUT IN THE NOTICE OF GENERAL MEETING, INCLUDING THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION: ARTICLE 130 |
| Management |
| For |
| For |
|
CMMT |
| 01 DEC 2017: PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF RECORD-DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
| Non-Voting |
|
|
|
|
|
MONSANTO COMPANY
Security | 61166W101 | Meeting Type | Annual |
Ticker Symbol | MON | Meeting Date | 31-Jan-2018 |
ISIN | US61166W1018 | Agenda | 934714848 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Dwight M. “Mitch” Barns |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Gregory H. Boyce |
| Management |
| For |
| For |
|
1C. |
| Election of Director: David L. Chicoine, Ph.D. |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Janice L. Fields |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Hugh Grant |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Laura K. Ipsen |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Marcos M. Lutz |
| Management |
| For |
| For |
|
1H. |
| Election of Director: C. Steven McMillan |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Jon R. Moeller |
| Management |
| For |
| For |
|
1J. |
| Election of Director: George H. Poste, Ph.D., D.V.M. |
| Management |
| For |
| For |
|
1K. |
| Election of Director: Robert J. Stevens |
| Management |
| For |
| For |
|
1L. |
| Election of Director: Patricia Verduin, Ph.D. |
| Management |
| For |
| For |
|
2. |
| Ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory (Non-Binding) vote to approve executive compensation. |
| Management |
| For |
| For |
|
4. |
| Shareowner proposal: Bylaw amendment to create Board Human Rights Committee. |
| Shareholder |
| Against |
| For |
|
STRAIGHT PATH COMMUNICATIONS, INC
Security | 862578101 | Meeting Type | Annual |
Ticker Symbol | STRP | Meeting Date | 06-Feb-2018 |
ISIN | US8625781013 | Agenda | 934714329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Davidi Jonas |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: K. Chris Todd |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: William F. Weld |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Fred S. Zeidman |
| Management |
| For |
| For |
|
CALATLANTIC GROUP, INC.
Security | 128195104 | Meeting Type | Special |
Ticker Symbol | CAA | Meeting Date | 12-Feb-2018 |
ISIN | US1281951046 | Agenda | 934718694 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of October 29, 2017, by and among CalAtlantic Group, Inc. (“CalAtlantic”), Lennar Corporation, a Delaware corporation (“Lennar”), and Cheetah Cub Group Corp., a newly formed Delaware corporation and a wholly-owned subsidiary of Lennar (“Merger Sub”). |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory (non-binding) basis, specified compensatory arrangements between CalAtlantic and its named executive officers relating to the proposed merger of CalAtlantic with and into Merger Sub. |
| Management |
| For |
| For |
|
3. |
| To approve one or more proposals to adjourn the CalAtlantic special meeting, if necessary or appropriate, including adjournments to solicit additional proxies if there are not sufficient votes to approve the foregoing proposals. |
| Management |
| For |
| For |
|
GENERAL CABLE CORPORATION
Security | 369300108 | Meeting Type | Special |
Ticker Symbol | BGC | Meeting Date | 16-Feb-2018 |
ISIN | US3693001089 | Agenda | 934721235 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated as of December 3, 2017 (the “Merger Agreement”), by and among General Cable Corporation (“General Cable”), Prysmian S.p.A. and Alisea Corp. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for General Cable’s named executive officers in connection with the merger contemplated by the Merger Agreement. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the proposal to adopt the Merger Agreement or in the absence of a quorum. |
| Management |
| For |
| For |
|
NETS A/S
Security | K7010W100 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 27-Feb-2018 |
ISIN | DK0060745370 | Agenda | 708962178 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR-AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTIONS 1.A TO 1.D. THANK YOU |
| Non-Voting |
|
|
|
|
|
1.A |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: STEFAN GOTZ |
| Management |
|
|
|
|
|
1.B |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: PATRICK HEALY |
| Management |
|
|
|
|
|
1.C |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: JOHANNES KORP |
| Management |
|
|
|
|
|
1.D |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: ZITA SAUREL |
| Management |
|
|
|
|
|
2.A |
| AMENDMENT OF ARTICLE 4.2, ARTICLE 4.4 AND ARTICLE 4.5 AND REMOVAL OF ARTICLE 8.2 OF THE ARTICLES OF ASSOCIATION |
| Management |
|
|
|
|
|
2.B |
| AMENDMENT OF ARTICLE 4.6 OF THE ARTICLES OF ASSOCIATION |
| Management |
|
|
|
|
|
JACK IN THE BOX INC.
Security | 466367109 | Meeting Type | Annual |
Ticker Symbol | JACK | Meeting Date | 27-Feb-2018 |
ISIN | US4663671091 | Agenda | 934723493 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Leonard A. Comma |
| Management |
| For |
| For |
|
1B. |
| Election of Director: David L. Goebel |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Sharon P. John |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Madeleine A. Kleiner |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Michael W. Murphy |
| Management |
| For |
| For |
|
1F. |
| Election of Director: James M. Myers |
| Management |
| For |
| For |
|
1G. |
| Election of Director: David M. Tehle |
| Management |
| For |
| For |
|
1H. |
| Election of Director: John T. Wyatt |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Vivien M. Yeung |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of KPMG LLP as independent registered public accountants. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of executive compensation. |
| Management |
| For |
| For |
|
DYNEGY INC.
Security | 26817R108 | Meeting Type | Special |
Ticker Symbol | DYN | Meeting Date | 02-Mar-2018 |
ISIN | US26817R1086 | Agenda | 934724128 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement of Plan and Merger, dated as of October 29, 2017 (the “Merger Agreement”), by and between Vistra Energy Corp. (“Vistra Energy”) and Dynegy Inc. (“Dynegy”), as it may be amended from time to time, pursuant to which, among other things, Dynegy will merge with and into Vistra Energy (the “Merger”), with Vistra Energy continuing as the surviving corporation (the “Merger Proposal”). |
| Management |
| For |
| For |
|
2. |
| Approve a non-binding advisory vote on compensation payable to executive officers of Dynegy in connection with the Merger. |
| Management |
| For |
| For |
|
3. |
| Approve the adjournment of the Dynegy special meeting, if necessary or appropriate, for the purpose of soliciting additional votes for the approval of the Merger Proposal. |
| Management |
| For |
| For |
|
REFRESCO GROUP N.V.
Security | N73488103 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 05-Mar-2018 |
ISIN | NL0011214010 | Agenda | 708909215 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| OPENING |
| Non-Voting |
|
|
|
|
|
2 |
| EXPLANATION OF THE RECOMMENDED PUBLIC OFFER BY SUNSHINE INVESTMENTS B.V. FOR-ALL THE ISSUED AND OUTSTANDING SHARES IN THE SHARE CAPITAL OF THE COMPANY IN- CONSIDERATION OF EUR 20 PER SHARE (THE OFFER) |
| Non-Voting |
|
|
|
|
|
3.A |
| CONDITIONAL APPROVAL OF THE ASSET SALE (AS DEFINED IN THE EXPLANATORY NOTES) AS REQUIRED UNDER ARTICLE 2:107A OF THE DUTCH CIVIL CODE (THE DCC) |
| Management |
| For |
| For |
|
3.B |
| CONDITIONAL RESOLUTION TO (I) DISSOLVE (ONTBINDEN) THE COMPANY IN ACCORDANCE WITH ARTICLE 2:19 OF THE DCC AND (II) APPOINT REFRESCO HOLDING B.V. AS THE CUSTODIAN OF THE BOOKS AND RECORDS OF THE COMPANY IN ACCORDANCE WITH ARTICLE 2:24 OF THE DCC |
| Management |
| For |
| For |
|
4 |
| CONDITIONAL AMENDMENT OF THE ARTICLES OF ASSOCIATION OF THE COMPANY (THE ARTICLES OF ASSOCIATION) IN ORDER TO EFFECT CONVERSION OF THE COMPANY FROM A PUBLIC LIMITED LIABILITY COMPANY TO A PRIVATE LIMITED LIABILITY COMPANY |
| Management |
| For |
| For |
|
5.A |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE (AS DEFINED IN THE EXPLANATORY NOTES) OF MR. PITTMAN AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.B |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. REMEDIOS AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.C |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. STEVENIN AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
5.D |
| CONDITIONAL APPOINTMENT AS PER THE SETTLEMENT DATE OF MR. BRUGERE AS MEMBER OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
6 |
| CONDITIONAL GRANTING OF FULL AND FINAL DISCHARGE FROM LIABILITY TO MR. DIJKHUIZEN, MR. GORVY, MR. KUNZ, MRS. PLOCHAET AND MR. SIGURDSSON AS RESIGNING MEMBERS OF THE SUPERVISORY BOARD FOR THEIR FUNCTIONING UNTIL THE DATE OF THE EGM, AS PER THE SETTLEMENT DATE |
| Management |
| For |
| For |
|
7 |
| ANY OTHER BUSINESS |
| Non-Voting |
|
|
|
|
|
8 |
| CLOSING |
| Non-Voting |
|
|
|
|
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Special |
Ticker Symbol | AET | Meeting Date | 13-Mar-2018 |
ISIN | US00817Y1082 | Agenda | 934728227 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve and adopt the Agreement and Plan of Merger, dated as of December 3, 2017, as it may be amended from time to time, among CVS Health Corporation, Hudson Merger Sub Corp. and Aetna Inc. (the “merger agreement”). |
| Management |
| For |
| For |
|
2. |
| To approve the adjournment from time to time of the Special Meeting of Shareholders of Aetna Inc. if necessary to solicit additional proxies if there are not sufficient votes to approve and adopt the merger agreement at the time of the Special Meeting of Shareholders of Aetna Inc. or any adjournment or postponement thereof. |
| Management |
| For |
| For |
|
3. |
| To approve, on an advisory (non-binding) basis, the compensation that will or may be paid or provided by Aetna Inc. to its named executive officers in connection with the merger of Hudson Merger Sub Corp. with and into Aetna Inc. |
| Management |
| For |
| For |
|
TDC A/S
Security | K94545116 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 16-Mar-2018 |
ISIN | DK0060228559 | Agenda | 708992967 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTION NUMBERS 5.A TO 5.G AND 6. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR- AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION |
| Non-Voting |
|
|
|
|
|
CMMT |
| ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING- INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE- REPRESENTATIVE-IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF |
| Non-Voting |
|
|
|
|
|
1 |
| THE REPORT OF THE BOARD OF DIRECTORS ON THE COMPANY’S ACTIVITIES DURING THE-PAST YEAR |
| Non-Voting |
|
|
|
|
|
2 |
| PRESENTATION AND ADOPTION OF THE ANNUAL REPORT |
| Management |
| For |
| For |
|
3 |
| RESOLUTION TO DISCHARGE THE BOARD OF DIRECTORS AND THE EXECUTIVE COMMITTEE FROM LIABILITY |
| Management |
| For |
| For |
|
4 |
| RESOLUTION ON THE DISTRIBUTION OF PROFITS |
| Management |
| For |
| For |
|
5.A |
| RE-ELECTION OF PIERRE DANON TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.B |
| RE-ELECTION OF LENE SKOLE TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.C |
| RE-ELECTION OF STINE BOSSE TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.D |
| RE-ELECTION OF ANGUS PORTER TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.E |
| RE-ELECTION OF MARIANNE RORSLEV BOCK TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.F |
| RE-ELECTION OF PETER KNOOK TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
5.G |
| RE-ELECTION OF BENOIT SCHEEN TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
6 |
| ELECTION OF AUDITOR: THE BOARD OF DIRECTORS PROPOSES RE-ELECTION OF PRICEWATERHOUSECOOPERS STATSAUTORISERET REVISIONSPARTNERSELSKAB |
| Management |
| For |
| For |
|
7.A |
| AMENDMENT OF THE COMPANY’S REMUNERATION POLICY FOR TDC’S TOP MANAGEMENT (BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE, AND AMENDMENT TO ARTICLE 16A OF THE ARTICLES OF ASSOCIATION |
| Management |
| For |
| For |
|
7.B |
| ADOPTION OF THE BOARD OF DIRECTORS’ REMUNERATION FOR 2018 |
| Management |
| For |
| For |
|
7.C |
| AMENDMENT OF THE ARTICLES OF ASSOCIATION REGARDING RETIREMENT AGE FOR MEMBERS OF THE BOARD OF DIRECTORS: ARTICLE 14(2) |
| Management |
| For |
| For |
|
7.D |
| OTHER AMENDMENTS OF THE ARTICLES OF ASSOCIATION: ARTICLES 6, 8, 10, 16A AND 22 |
| Management |
| For |
| For |
|
8 |
| ANY OTHER BUSINESS |
| Non-Voting |
|
|
|
|
|
CMMT |
| 27 FEB 2018: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF TEXT-OF RESOLUTIONS 5.A TO 5.G. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO-NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK-YOU |
| Non-Voting |
|
|
|
|
|
NKT A/S
Security | K7037A107 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 22-Mar-2018 |
ISIN | DK0010287663 | Agenda | 708998541 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR- AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| REPORT BY THE BOARD OF DIRECTORS |
| Non-Voting |
|
|
|
|
|
2 |
| PRESENTATION OF THE AUDITED ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
3 |
| ADOPTION OF THE AUDITED ANNUAL REPORT |
| Management |
|
|
|
|
|
4 |
| PROPOSAL BY THE BOARD OF DIRECTORS FOR THE DISTRIBUTION OF PROFITS |
| Management |
|
|
|
|
|
5 |
| RESOLUTION REGARDING DISCHARGE OF THE MANAGEMENT AND BOARD OF DIRECTORS FROM THEIR LIABILITIES |
| Management |
|
|
|
|
|
6 |
| REMUNERATION OF THE BOARD OF DIRECTORS |
| Management |
|
|
|
|
|
7.A |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JENS DUE OLSEN |
| Management |
|
|
|
|
|
7.B |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF RENE SVENDSEN-TUNE |
| Management |
|
|
|
|
|
7.C |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JENS MAALOE |
| Management |
|
|
|
|
|
7.D |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JUTTA AF ROSENBORG |
| Management |
|
|
|
|
|
7.E |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF LARS SANDAHL SORENSEN |
| Management |
|
|
|
|
|
7.F |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF ANDREAS NAUEN |
| Management |
|
|
|
|
|
8 |
| ELECTION OF ONE OR MORE PUBLIC ACCOUNTANTS: RE-ELECTION OF DELOITTE STATSAUTORISERET REVISIONSPARTNERSELSKAB |
| Management |
|
|
|
|
|
9.1.1 |
| AMENDMENTS OF THE ARTICLES OF ASSOCIATION OF NKT A/S: AMENDMENT OF ARTICLE 3B I AS THE ARTICLE IS EXHAUSTED |
| Management |
|
|
|
|
|
9.1.2 |
| AMENDMENTS OF THE ARTICLES OF ASSOCIATION OF NKT A/S: AMENDMENT OF ARTICLE 3B II AS THE ARTICLE IS EXHAUSTED |
| Management |
|
|
|
|
|
9.2 |
| ADOPTION OF NKT A/S REMUNERATION POLICY FOR THE BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT |
| Management |
|
|
|
|
|
10 |
| ANY OTHER PROPOSALS |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTION NUMBERS “7.A TO 7.F” AND “8”. THANK YOU. |
| Non-Voting |
|
|
|
|
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934718632 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 Raul J. Fernandez |
|
|
| Withheld |
| Against |
|
|
| 3 Michael S. Geltzeiler |
|
|
| Withheld |
| Against |
|
|
| 4 Stephen J. Girsky |
|
|
| Withheld |
| Against |
|
|
| 5 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 6 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 7 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 8 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 9 Gregorio Reyes |
|
|
| Withheld |
| Against |
|
|
| 10 Thomas S. Volpe |
|
|
| Withheld |
| Against |
|
|
| 11 Harry L. You |
|
|
| Withheld |
| Against |
|
2. |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3. |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4. |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5. |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6. |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7. |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8. |
| To approve an amendment to the certificate of incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934719329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Barbara T. Alexander |
|
|
|
|
|
|
|
|
| 2 Jeffrey W. Henderson |
|
|
|
|
|
|
|
|
| 3 Thomas W. Horton |
|
|
|
|
|
|
|
|
| 4 Paul E. Jacobs |
|
|
|
|
|
|
|
|
| 5 Ann M. Livermore |
|
|
|
|
|
|
|
|
| 6 Harish Manwani |
|
|
|
|
|
|
|
|
| 7 Mark D. McLaughlin |
|
|
|
|
|
|
|
|
| 8 Steve Mollenkopf |
|
|
|
|
|
|
|
|
| 9 Clark T. Randt, Jr. |
|
|
|
|
|
|
|
|
| 10 Francisco Ros |
|
|
|
|
|
|
|
|
| 11 Anthony J. Vinciquerra |
|
|
|
|
|
|
|
2 |
| To ratify the selection of PricewaterhouseCoopers LLP as our independent public accountants. |
| Management |
|
|
|
|
|
3 |
| To approve, on an advisory basis, our executive compensation. |
| Management |
|
|
|
|
|
4 |
| To approve an amendment to the Amended and Restated QUALCOMM Incorporated 2001 Employee Stock Purchase Plan, as amended, to increase the share reserve by 30,000,000 shares. |
| Management |
|
|
|
|
|
5 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate certain supermajority voting provisions relating to removal of directors. |
| Management |
|
|
|
|
|
6 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate certain supermajority voting provisions relating to amendments and obsolete provisions. |
| Management |
|
|
|
|
|
7 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
|
|
|
|
|
8 |
| To vote on a stockholder proposal to undo amendments to the Company’s Amended and Restated Bylaws adopted without stockholder approval. |
| Shareholder |
|
|
|
|
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934719331 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 Raul J. Fernandez |
|
|
| Withheld |
| Against |
|
|
| 3 Michael S. Geltzeiler |
|
|
| Withheld |
| Against |
|
|
| 4 Stephen J. Girsky |
|
|
| Withheld |
| Against |
|
|
| 5 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 6 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 7 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 8 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 9 Gregorio Reyes |
|
|
| Withheld |
| Against |
|
|
| 10 Thomas S. Volpe |
|
|
| Withheld |
| Against |
|
|
| 11 Harry L. You |
|
|
| Withheld |
| Against |
|
2 |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3 |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4 |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5 |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6 |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7 |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8 |
| To approve an amendment to the certificate of incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934728188 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 3 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 4 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 5 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 6 Harry L. You |
|
|
| Withheld |
| Against |
|
2 |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3 |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4 |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5 |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6 |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7 |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8 |
| To approve an amendment to the Certificate of Incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
BROADCOM LIMITED
Security | Y09827109 | Meeting Type | Special |
Ticker Symbol | AVGO | Meeting Date | 23-Mar-2018 |
ISIN | SG9999014823 | Agenda | 934741148 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve the scheme of arrangement under Singapore law among Broadcom, the shareholders of Broadcom and Broadcom Limited, a Delaware corporation, subject to approval of the High Court of the Republic of Singapore, as set forth in Broadcom’s notice of, and proxy statement relating to, its Special Meeting. |
| Management |
| Against |
| Against |
|
DST SYSTEMS, INC.
Security | 233326107 | Meeting Type | Special |
Ticker Symbol | DST | Meeting Date | 28-Mar-2018 |
ISIN | US2333261079 | Agenda | 934733040 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement and Plan of Merger, dated as of January 11, 2018 (the “Merger Agreement”) among DST Systems, Inc. (“DST”), SS&C Technologies Holdings, Inc. and Diamond Merger Sub, Inc., thereby approving the transactions contemplated by the Merger Agreement, including the merger. |
| Management |
| For |
| For |
|
2. |
| Approve, by a non-binding, advisory vote, compensation that will or may become payable by DST to its named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| Approve one or more adjournments of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the special meeting. |
| Management |
| For |
| For |
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
Security | 806857108 | Meeting Type | Annual |
Ticker Symbol | SLB | Meeting Date | 04-Apr-2018 |
ISIN | AN8068571086 | Agenda | 934735246 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Peter L.S. Currie |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Miguel M. Galuccio |
| Management |
| For |
| For |
|
1C. |
| Election of Director: V. Maureen Kempston Darkes |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Paal Kibsgaard |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Nikolay Kudryavtsev |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Helge Lund |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Michael E. Marks |
| Management |
| For |
| For |
|
1H. |
| Election of Director: Indra K. Nooyi |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Lubna S. Olayan |
| Management |
| For |
| For |
|
1J. |
| Election of Director: Leo Rafael Reif |
| Management |
| For |
| For |
|
1K. |
| Election of Director: Henri Seydoux |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory basis, the Company’s executive compensation. |
| Management |
| For |
| For |
|
3. |
| To report on the course of business during the year ended December 31, 2017; and approve our consolidated balance sheet as of December 31, 2017; our consolidated statement of income for the year ended December 31, 2017; and our Board of Directors’ declarations of dividends in 2017, as reflected in our 2017 Annual Report to Stockholders. |
| Management |
| For |
| For |
|
4. |
| To ratify the appointment of PricewaterhouseCoopers LLP as independent auditors for 2018. |
| Management |
| For |
| For |
|
5. |
| To approve amended and restated French Sub Plan for purposes of qualification under French Law. |
| Management |
| For |
| For |
|
KINDRED HEALTHCARE, INC.
Security | 494580103 | Meeting Type | Special |
Ticker Symbol | KND | Meeting Date | 05-Apr-2018 |
ISIN | US4945801037 | Agenda | 934731173 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Adopt the Agreement and Plan of Merger, dated as of December 19, 2017, among Kindred Healthcare, Inc., Kentucky Hospital Holdings, LLC, Kentucky Homecare Holdings, Inc. and Kentucky Homecare Merger Sub, Inc. (as may be amended from time to time, the “merger agreement”). |
| Management |
| Against |
| Against |
|
2. |
| Approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Kindred Healthcare, Inc.’s named executive officers in connection with the merger. |
| Management |
| Against |
| Against |
|
3. |
| Approve the adjournment of the special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to adopt the merger agreement. |
| Management |
| For |
| For |
|
J.B. HUNT TRANSPORT SERVICES, INC.
Security | 445658107 | Meeting Type | Annual |
Ticker Symbol | JBHT | Meeting Date | 19-Apr-2018 |
ISIN | US4456581077 | Agenda | 934738800 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Douglas G. Duncan |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Francesca M. Edwardson |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Wayne Garrison |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Sharilyn S. Gasaway |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Gary C. George |
| Management |
| For |
| For |
|
1F. |
| Election of Director: J. Bryan Hunt, Jr. |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Coleman H. Peterson |
| Management |
| For |
| For |
|
1H. |
| Election of Directors: John N. Roberts III |
| Management |
| For |
| For |
|
1I. |
| Election of Director: James L. Robo |
| Management |
| For |
| For |
|
1J. |
| Election of Director: Kirk Thompson |
| Management |
| For |
| For |
|
2. |
| To approve an advisory resolution regarding the Company’s compensation of its named executive officers. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of Ernst & Young LLP as the Company’s independent public accountants for calendar year 2018. |
| Management |
| For |
| For |
|
4. |
| To approve a stockholder proposal regarding reporting political contributions. |
| Shareholder |
| Against |
| For |
|
5. |
| To approve a stockholder proposal regarding greenhouse gas reduction targets. |
| Shareholder |
| Against |
| For |
|
YOOX NET-A-PORTER GROUP S.P.A
Security | T9846S106 | Meeting Type | Ordinary General Meeting |
Ticker Symbol |
| Meeting Date | 20-Apr-2018 |
ISIN | IT0003540470 | Agenda | 709249836 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 911925 DUE TO RESOLUTION-5 HAS BEEN SPLIT INTO SUB-VOTABLE ITEMS AND ADDITION OF RESOLUTION 4.2. ALL-VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE-EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON-THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE-MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL-MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF-ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING.-THANK YOU |
| Non-Voting |
|
|
|
|
|
1 |
| YOOX NET-A PORTER GROUP S.P.A. STATUTORY FINANCIAL STATEMENTS AS AT 31 DECEMBER 2017. DIRECTORS’ MANAGEMENT REPORT. REPORT OF THE BOARD OF STATUTORY AUDITORS PURSUANT TO ARTICLE 153 OF LEGISLATIVE DECREE 58/1998 AND INDEPENDENT AUDITORS’ REPORT. PRESENTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 DECEMBER 2017. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
2 |
| REMUNERATION REPORT PURSUANT TO ART. 123-TER OF LEGISLATIVE DECREE 58/1998. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
3.1 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF NUMBER OF MEMBERS |
| Management |
| For |
| For |
|
3.2 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF THE ENGAGEMENT TERM |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES TO BE ELECTED AS BOARD OF- DIRECTORS, THERE IS ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE MEETING. THE-STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND IF YOU ARE-REQUIRED TO VOTE FOR ONLY 1 OF THE 2 SLATES OF BOARD OF DIRECTORS. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THE MANAGEMENT MAKES NO VOTE RECOMMENDATION FOR THE-CANDIDATES PRESENTED IN THE SLATES UNDER RESOLUTIONS 3.3.1 AND 3.3.2 |
| Non-Voting |
|
|
|
|
|
3.3.1 |
| TO APPOINT THE BOARD OF DIRECTORS. LIST PRESENTED BY THE OUTGOING BOARD OF DIRECTORS. FEDERICO MARCHETTI STEFANO VALERIO ROBERT KUNZE-CONCEWITZ EVA CHEN LAURA ZONI CATHERINE MARINE YVONNE GE’RARDIN - RICHARD LEPEU CEDRIC BOSSET RAFFAELLO NAPOLEONE |
| Management |
| For |
| For |
|
3.3.2 |
| TO APPOINT THE BOARD OF DIRECTORS. LIST PRESENTED BY A GROUP OF INVESTORS REPRESENTING COLLECTIVELY 1.02085PCT OF THE STOCK CAPITAL. ALESSANDRO ROBIN FOTI |
| Management |
|
|
|
|
|
3.4 |
| APPOINTMENT OF THE BOARD OF DIRECTOR, FOLLOWING THE DETERMINATION OF THE NUMBER OF MEMBERS AND THE DURATION OF OFFICE. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF REMUNERATION |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT ALTHOUGH THERE ARE 2 OPTIONS TO INDICATE A PREFERENCE ON-THIS RESOLUTION, ONLY ONE CAN BE SELECTED. THE STANDING INSTRUCTIONS FOR THIS-MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR-ONLY 1 OF THE 2 OPTIONS BELOW, YOUR OTHER VOTES MUST BE EITHER AGAINST OR-ABSTAIN THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THE MANAGEMENT MAKES NO VOTE RECOMMENDATION FOR THE-CANDIDATES PRESENTED IN THE SLATES UNDER RESOLUTIONS 4.1.1 AND 4.1.2 |
| Non-Voting |
|
|
|
|
|
4.1.1 |
| TO APPOINT THE INTERNAL AUDITORS AND THEIR CHAIRMAN. LIST PRESENTED BY SHAREHOLDER FEDERICO MACHETTI, REPRESENTING, DIRECTLY AND INDIRECTLY THROUGH MAVIS S.R.L. 5.6PCT OF THE STOCK CAPITAL. EFFECTIVE AUDITORS GIOVANNI NACCARATO -MARCO MARIA FUMAGALLI PATRIZIA ARIENTI ALTERNATE AUDITORS SALVATORE TARSIA NICOLETTA MARIA COLOMBO |
| Management |
| For |
| For |
|
4.1.2 |
| TO APPOINT THE INTERNAL AUDITORS AND THEIR CHAIRMAN. LIST PRESENTED BY A GROUP OF INVESTORS COLLECTIVELY REPRESENTING 1.02085PCT OF THE STOCK CAPITAL. EFFECTIVE AUDITOR GIUSEPPE CERATI ALTERNATE AUDITOR MYRIAM AMATO |
| Management |
| For |
| For |
|
4.2 |
| APPOINTMENT OF THE BOARD OF STATUTORY AUDITOR AND ITS CHAIRMAN. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: APPOINTMENT OF THE CHAIRMAN |
| Management |
| For |
| For |
|
4.3 |
| APPOINTMENT OF THE BOARD OF STATUTORY AUDITOR AND ITS CHAIRMAN. DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTION: DETERMINATION OF REMUNERATION. ANY CONSEQUENT RESOLUTIONS |
| Management |
| For |
| For |
|
5.1 |
| APPOINTMENT OF INDEPENDENT AUDITOR FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014. ANY CONSEQUENT RESOLUTION: APPOINTMENT OF INDEPENDENT AUDITORS FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014 |
| Management |
| For |
| For |
|
5.2 |
| APPOINTMENT OF INDEPENDENT AUDITOR FOR THE YEARS 2018 - 2026 AND DETERMINATION OF THE RELATED FEES PURSUANT TO LEGISLATIVE DECREE 39/2010 AND REGULATION (EU) NO. 537/2014. ANY CONSEQUENT RESOLUTION: DETERMINATION OF THE REMUNERATION. ANY CONSEQUENT RESOLUTION |
| Management |
| For |
| For |
|
CMMT |
| PLEASE NOTE THAT THE ITALIAN LANGUAGE AGENDA IS AVAILABLE BY CLICKING ON THE-URL LINK:- https://materials.proxyvote.com/approved/99999z/198401 01/nps_348961.pdf AND- https://materials.proxyvote.com/approved/99999z/198401 01/nps_351865.pdf |
| Non-Voting |
|
|
|
|
|
SCHNEIDER NATIONAL, INC.
Security | 80689H102 | Meeting Type | Annual |
Ticker Symbol | SNDR | Meeting Date | 23-Apr-2018 |
ISIN | US80689H1023 | Agenda | 934735347 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mary P. DePrey |
|
|
| For |
| For |
|
|
| 2 Thomas A. Gannon |
|
|
| For |
| For |
|
|
| 3 James R. Giertz |
|
|
| For |
| For |
|
|
| 4 Adam P. Godfrey |
|
|
| For |
| For |
|
|
| 5 Robert W. Grubbs |
|
|
| For |
| For |
|
|
| 6 Norman E. Johnson |
|
|
| For |
| For |
|
|
| 7 Christopher B. Lofgren |
|
|
| For |
| For |
|
|
| 8 Daniel J. Sullivan |
|
|
| For |
| For |
|
|
| 9 Kathleen M. Zimmermann |
|
|
| For |
| For |
|
2. |
| To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| To approve, on an advisory basis, the compensation of our named executive officers. |
| Management |
| For |
| For |
|
4. |
| To vote, on an advisory basis, on the frequency of future votes to approve the compensation of our named executive officers. |
| Management |
| 1 Year |
| For |
|
ABLYNX NV, ZWIJNAARDE
Security | B0031S109 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 26-Apr-2018 |
ISIN | BE0003877942 | Agenda | 709129589 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ACKNOWLEDGEMENT OF THE ANNUAL REPORT OF THE BOARD OF DIRECTORS WITH REGARD TO-THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| ACKNOWLEDGEMENT OF THE REPORT OF THE STATUTORY AUDITOR WITH REGARD TO THE- ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
3 |
| PROPOSAL TO APPROVE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 AND ALLOCATION OF THE RESULTS |
| Management |
| For |
| For |
|
4 |
| PROPOSAL TO APPROVE THE REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
5 |
| PROPOSAL TO GRANT DISCHARGE TO THE DIRECTORS FOR THE PERFORMANCE OF THEIR DUTIES DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
6 |
| PROPOSAL TO GRANT DISCHARGE TO THE STATUTORY AUDITOR FOR HIS PERFORMANCE FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
7 |
| PROPOSAL TO RATIFY THE REMUNERATION OF THE STATUTORY AUDITOR FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
8 |
| PROPOSAL TO APPROVE, IN ACCORDANCE WITH ARTICLE 556 OF THE BELGIAN COMPANIES CODE, CERTAIN CLAUSES OF THE COLLABORATION AGREEMENT WITH SANOFI, ANNOUNCED ON 20 JULY 2017 |
| Management |
| For |
| For |
|
9 |
| PROPOSAL TO GRANT A POWER OF ATTORNEY TO ANY DIRECTOR AND TO WIM OTTEVAERE AND ELS VANROOSE, TO DO WHATEVER NECESSARY OR USEFUL FOR THE ACCOMPLISHMENT OF ALL FORMALITIES |
| Management |
| For |
| For |
|
APTIV PLC
Security | G6095L109 | Meeting Type | Annual |
Ticker Symbol | APTV | Meeting Date | 26-Apr-2018 |
ISIN | JE00B783TY65 | Agenda | 934736224 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Election of Director: Kevin P. Clark |
| Management |
| For |
| For |
|
2. |
| Election of Director: Nancy E. Cooper |
| Management |
| For |
| For |
|
3. |
| Election of Director: Frank J. Dellaquila |
| Management |
| For |
| For |
|
4. |
| Election of Director: Nicholas M. Donofrio |
| Management |
| For |
| For |
|
5. |
| Election of Director: Mark P. Frissora |
| Management |
| For |
| For |
|
6. |
| Election of Director: Rajiv L. Gupta |
| Management |
| For |
| For |
|
7. |
| Election of Director: Sean O. Mahoney |
| Management |
| For |
| For |
|
8. |
| Election of Director: Colin J. Parris |
| Management |
| For |
| For |
|
9. |
| Election of Director: Ana G. Pinczuk |
| Management |
| For |
| For |
|
10. |
| Election of Director: Thomas W. Sidlik |
| Management |
| For |
| For |
|
11. |
| Election of Director: Lawrence A. Zimmerman |
| Management |
| For |
| For |
|
12. |
| Proposal to re-appoint auditors, ratify independent public accounting firm and authorize the directors to determine the fees paid to the auditors. |
| Management |
| For |
| For |
|
13. |
| Say-on-Pay - To approve, by advisory vote, executive compensation. |
| Management |
| For |
| For |
|
14. |
| Say-When-on-Pay - To determine, by advisory vote, the frequency of shareholder votes on executive compensation. |
| Management |
| 1 Year |
| For |
|
DANA INCORPORATED
Security | 235825205 | Meeting Type | Annual |
Ticker Symbol | DAN | Meeting Date | 26-Apr-2018 |
ISIN | US2358252052 | Agenda | 934746807 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Rachel A. Gonzalez |
|
|
| For |
| For |
|
|
| 2 James K. Kamsickas |
|
|
| For |
| For |
|
|
| 3 Virginia A. Kamsky |
|
|
| For |
| For |
|
|
| 4 Raymond E. Mabus, Jr. |
|
|
| For |
| For |
|
|
| 5 Michael J. Mack, Jr. |
|
|
| For |
| For |
|
|
| 6 R. Bruce McDonald |
|
|
| For |
| For |
|
|
| 7 Diarmuid B. O’Connell |
|
|
| For |
| For |
|
|
| 8 Keith E. Wandell |
|
|
| For |
| For |
|
2. |
| Approval of a non-binding advisory proposal approving executive compensation. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm. |
| Management |
| For |
| For |
|
4. |
| Approve amending the Second Restated Certificate of Incorporation to eliminate supermajority voting requirements. |
| Management |
| For |
| For |
|
5. |
| A shareholder proposal regarding special meetings. |
| Shareholder |
| Against |
| For |
|
WELBILT, INC.
Security | 949090104 | Meeting Type | Annual |
Ticker Symbol | WBT | Meeting Date | 27-Apr-2018 |
ISIN | US9490901041 | Agenda | 934738696 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Cynthia M. Egnotovich |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Dino J. Bianco |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Joan K. Chow |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Thomas D. Davis |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Janice L. Fields |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Brian R. Gamache |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Andrew Langham |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Hubertus M. Muehlhaeuser |
| Management |
| For |
| For |
|
2. |
| The approval, on an advisory basis, of the 2017 compensation of the Company’s named executive officers. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. |
| Management |
| For |
| For |
|
VALIDUS HOLDINGS, LTD.
Security | G9319H102 | Meeting Type | Special |
Ticker Symbol | VR | Meeting Date | 27-Apr-2018 |
ISIN | BMG9319H1025 | Agenda | 934765871 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve an amendment to the Validus 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 to a simple majority of the votes cast at a general meeting of the shareholders. |
| Management |
| For |
| For |
|
2. |
| To approve the Agreement and Plan of Merger, dated as of January 21, 2018, by and among Validus Holdings, Ltd., American International Group, Inc. and Venus Holdings Limited, the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger of Venus with and into Validus. |
| Management |
| For |
| For |
|
3. |
| On an advisory (non-binding) basis, to approve the compensation that may be paid or become payable to Validus’ named executive officers in connection with the merger referred to in Proposal 2. |
| Management |
| For |
| For |
|
4. |
| To approve an adjournment of the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 or Proposal 2 at the special general meeting. |
| Management |
| For |
| For |
|
AXALTA COATING SYSTEMS LTD.
Security | G0750C108 | Meeting Type | Annual |
Ticker Symbol | AXTA | Meeting Date | 02-May-2018 |
ISIN | BMG0750C1082 | Agenda | 934746996 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Robert M. McLaughlin |
|
|
| For |
| For |
|
|
| 2 Samuel L. Smolik |
|
|
| For |
| For |
|
2. |
| To approve the amendment to our Amended and Restated Bye-Laws that provides for the declassification of our board of directors. |
| Management |
| For |
| For |
|
3. |
| To approve the amendment to our Amended and Restated Bye-Laws to remove certain provisions which are no longer operative. |
| Management |
| For |
| For |
|
4. |
| To appoint PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm and auditor until the conclusion of the 2019 Annual General Meeting of Members and to delegate authority to the Board of Directors of the Company, acting through the Audit Committee, to fix the terms and remuneration thereof. |
| Management |
| For |
| For |
|
5. |
| To approve, on a non-binding advisory basis, the compensation paid to our named executive officers. |
| Management |
| For |
| For |
|
6. |
| To approve the amendment and restatement of our 2014 Incentive Award Plan that, among other things, increases the number of shares authorized for issuance under this plan by 11,925,000 shares. |
| Management |
| For |
| For |
|
PAPA JOHN’S INTERNATIONAL, INC.
Security | 698813102 | Meeting Type | Annual |
Ticker Symbol | PZZA | Meeting Date | 02-May-2018 |
ISIN | US6988131024 | Agenda | 934759789 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Christopher L. Coleman |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Olivia F. Kirtley |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Laurette T. Koellner |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Sonya E. Medina |
| Management |
| For |
| For |
|
1e. |
| Election of Director: John H. Schnatter |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Mark S. Shapiro |
| Management |
| For |
| For |
|
2. |
| Ratification of the Selection of Independent Auditors: To ratify the selection of KPMG LLP as the Company’s independent auditors for the 2018 fiscal year. |
| Management |
| For |
| For |
|
3. |
| Approval of the Papa John’s International, Inc. 2018 Omnibus Incentive Plan. |
| Management |
| For |
| For |
|
4. |
| Advisory approval of the Company’s executive compensation. |
| Management |
| For |
| For |
|
LEONI AG, NUERNBERG
Security | D5009P118 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 03-May-2018 |
ISIN | DE0005408884 | Agenda | 709095752 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE SECURITIES-TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN-COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH-REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE-RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE- REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN- CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 18.04.2018. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE |
| Non-Voting |
|
|
|
|
|
1 |
| RECEIVE FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.40 PER SHARE |
| Management |
| For |
| For |
|
3.1 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER DIETER BELLE FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.2 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER BRUNO FANKHAUSER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.3 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER KARL GADESMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.4 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER MARTIN STUETTEM FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.1 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KLAUS PROBST FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.2 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER FRANZ SPIESS FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.3 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WERNER LANG FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.4 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ELISABETTA CASTIGLIONI FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.5 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WOLFGANG DEHEN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.6 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MARK DISCHNER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.7 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ULRIKE FRIESE-DORMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.8 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KARL-HEINZ LACH FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.9 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RICHARD PAGLIA FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.10 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CHRISTIAN ROEDL FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.11 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CARMEN SCHWARZ FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.12 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER INGE ZELLERMAIER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.13 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GABRIELE BAUER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.14 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JOSEF HAERING FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.15 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER INGRID HOFMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.16 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WERNER RUPP FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.17 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HELMUT WIRTZ FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.18 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KLAUS WUCHERER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
5 |
| RATIFY ERNST YOUNG GMBH AS AUDITORS FOR FISCAL 2018 |
| Management |
| For |
| For |
|
GKN PLC, REDDITCH
Security | G39004232 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 03-May-2018 |
ISIN | GB0030646508 | Agenda | 709158059 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS |
| Management |
|
|
|
|
|
2 |
| TO DECLARE A FINAL DIVIDEND: DIVIDEND OF 6.2 PENCE PER ORDINARY SHARE OF 10 PENCE EACH |
| Management |
|
|
|
|
|
3 |
| TO RE-ELECT AS A DIRECTOR MR M J TURNER |
| Management |
|
|
|
|
|
4 |
| TO RE-ELECT AS A DIRECTOR MRS A STEVENS |
| Management |
|
|
|
|
|
5 |
| TO ELECT AS A DIRECTOR MR M J SCLATER |
| Management |
|
|
|
|
|
6 |
| TO RE-ELECT AS A DIRECTOR MR P A SWASH |
| Management |
|
|
|
|
|
7 |
| TO RE-ELECT AS A DIRECTOR MR A G COCKBURN |
| Management |
|
|
|
|
|
8 |
| TO RE-ELECT AS A DIRECTOR MR T ERGINBILGIC |
| Management |
|
|
|
|
|
9 |
| TO RE-ELECT AS A DIRECTOR MRS S C R JEMMETT-PAGE |
| Management |
|
|
|
|
|
10 |
| TO RE-ELECT AS A DIRECTOR PROF R PARRY- JONES |
| Management |
|
|
|
|
|
11 |
| TO REAPPOINT THE AUDITORS: DELOITTE LLP |
| Management |
|
|
|
|
|
12 |
| TO AUTHORISE THE AUDIT & RISK COMMITTEE TO DETERMINE THE AUDITORS’ REMUNERATION |
| Management |
|
|
|
|
|
13 |
| TO APPROVE THE DIRECTORS’ REMUNERATION REPORT |
| Management |
|
|
|
|
|
14 |
| TO AUTHORISE THE COMPANY TO MAKE ‘POLITICAL DONATIONS’ |
| Management |
|
|
|
|
|
15 |
| TO AUTHORISE THE DIRECTORS TO ALLOT SHARES IN THE COMPANY |
| Management |
|
|
|
|
|
16 |
| TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS |
| Management |
|
|
|
|
|
17 |
| TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS FOR PURPOSES OF ACQUISITIONS OR CAPITAL INVESTMENTS |
| Management |
|
|
|
|
|
18 |
| TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES |
| Management |
|
|
|
|
|
19 |
| TO RETAIN A NOTICE PERIOD OF NOT LESS THAN 14 DAYS IN RESPECT OF GENERAL MEETINGS OTHER THAN AGMS |
| Management |
|
|
|
|
|
20 |
| TO ADOPT NEW ARTICLES OF ASSOCIATION |
| Management |
|
|
|
|
|
VERIZON COMMUNICATIONS INC.
Security | 92343V104 | Meeting Type | Annual |
Ticker Symbol | VZ | Meeting Date | 03-May-2018 |
ISIN | US92343V1044 | Agenda | 934744031 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Shellye L. Archambeau |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Richard L. Carrion |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Melanie L. Healey |
| Management |
| For |
| For |
|
1e. |
| Election of Director: M. Frances Keeth |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Lowell C. McAdam |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Clarence Otis, Jr. |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Rodney E. Slater |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Kathryn A. Tesija |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Gregory D. Wasson |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Gregory G. Weaver |
| Management |
| For |
| For |
|
2. |
| Ratification of Appointment of Independent Registered Public Accounting Firm |
| Management |
| For |
| For |
|
3. |
| Advisory Vote to Approve Executive Compensation |
| Shareholder |
| For |
| For |
|
4. |
| Special Shareowner Meetings |
| Shareholder |
| Against |
| For |
|
5. |
| Lobbying Activities Report |
| Shareholder |
| Against |
| For |
|
6. |
| Independent Chair |
| Shareholder |
| Against |
| For |
|
7. |
| Report on Cyber Security and Data Privacy |
| Shareholder |
| Against |
| For |
|
8. |
| Executive Compensation Clawback Policy |
| Shareholder |
| Against |
| For |
|
9. |
| Nonqualified Savings Plan Earnings |
| Shareholder |
| Against |
| For |
|
JBG SMITH PROPERTIES
Security | 46590V100 | Meeting Type | Annual |
Ticker Symbol | JBGS | Meeting Date | 03-May-2018 |
ISIN | US46590V1008 | Agenda | 934746302 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 W. Matthew Kelly |
|
|
| For |
| For |
|
|
| 2 Mitchell N. Schear |
|
|
| For |
| For |
|
|
| 3 Ellen Shuman |
|
|
| For |
| For |
|
|
| 4 John F. Wood |
|
|
| For |
| For |
|
2. |
| The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement (“Say-on- Pay”). |
| Management |
| For |
| For |
|
3. |
| To vote upon, on a non-binding advisory basis, whether the Say-on-Pay vote should occur every one, two or three years. |
| Management |
| 1 Year |
| For |
|
4. |
| The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2018. |
| Management |
| For |
| For |
|
5. |
| To amend the Company’s Articles of Amendment and Restatement of Declaration of Trust to opt out of Section 3-804(c) of the Maryland General Corporation Law. |
| Management |
| For |
| For |
|
ILLINOIS TOOL WORKS INC.
Security | 452308109 | Meeting Type | Annual |
Ticker Symbol | ITW | Meeting Date | 04-May-2018 |
ISIN | US4523081093 | Agenda | 934746883 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Daniel J. Brutto |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Susan Crown |
| Management |
| For |
| For |
|
1c. |
| Election of Director: James W. Griffith |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Jay L. Henderson |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Richard H. Lenny |
| Management |
| For |
| For |
|
1f. |
| Election of Director: E. Scott Santi |
| Management |
| For |
| For |
|
1g. |
| Election of Director: James A. Skinner |
| Management |
| For |
| For |
|
1h. |
| Election of Director: David B. Smith, Jr. |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Pamela B. Strobel |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Kevin M. Warren |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Anre D. Williams |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as ITW’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve compensation of ITW’s named executive officers. |
| Management |
| For |
| For |
|
4. |
| A non-binding stockholder proposal, if presented at the meeting, to change the ownership threshold to call special meetings. |
| Shareholder |
| Against |
| For |
|
5. |
| A non-binding stockholder proposal, if presented at the meeting, to set Company-wide greenhouse gas emissions targets. |
| Shareholder |
| Against |
| For |
|
TRINITY INDUSTRIES, INC.
Security | 896522109 | Meeting Type | Annual |
Ticker Symbol | TRN | Meeting Date | 07-May-2018 |
ISIN | US8965221091 | Agenda | 934774197 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 John L. Adams |
|
|
| For |
| For |
|
|
| 2 Rhys J. Best |
|
|
| For |
| For |
|
|
| 3 David W. Biegler |
|
|
| For |
| For |
|
|
| 4 Antonio Carrillo |
|
|
| For |
| For |
|
|
| 5 Leldon E. Echols |
|
|
| For |
| For |
|
|
| 6 Ronald J. Gafford |
|
|
| For |
| For |
|
|
| 7 Charles W. Matthews |
|
|
| For |
| For |
|
|
| 8 Douglas L. Rock |
|
|
| For |
| For |
|
|
| 9 Dunia A. Shive |
|
|
| For |
| For |
|
|
| 10 Timothy R. Wallace |
|
|
| For |
| For |
|
2. |
| Advisory vote to approve named executive officer compensation. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
THE MIDDLEBY CORPORATION
Security | 596278101 | Meeting Type | Annual |
Ticker Symbol | MIDD | Meeting Date | 08-May-2018 |
ISIN | US5962781010 | Agenda | 934756581 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Selim A. Bassoul |
|
|
| For |
| For |
|
|
| 2 Sarah Palisi Chapin |
|
|
| For |
| For |
|
|
| 3 Robert B. Lamb |
|
|
| For |
| For |
|
|
| 4 Cathy L. McCarthy |
|
|
| For |
| For |
|
|
| 5 John R. Miller III |
|
|
| For |
| For |
|
|
| 6 Gordon O’Brien |
|
|
| For |
| For |
|
|
| 7 Nassem Ziyad |
|
|
| For |
| For |
|
2. |
| Ratification of the selection of Ernst & Young LLP as the Company’s independent public accountants for the current fiscal year ending December 29, 2018. |
| Management |
| For |
| For |
|
3. |
| Approval, by an advisory vote, of the 2017 compensation of the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission (“SEC”). |
| Management |
| For |
| For |
|
4. |
| Stockholder proposal regarding ESG reporting. |
| Shareholder |
| Against |
| For |
|
WERNER ENTERPRISES, INC.
Security | 950755108 | Meeting Type | Annual |
Ticker Symbol | WERN | Meeting Date | 08-May-2018 |
ISIN | US9507551086 | Agenda | 934774438 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Clarence L. Werner |
|
|
| For |
| For |
|
|
| 2 Patrick J. Jung |
|
|
| For |
| For |
|
|
| 3 Michael L. Gallagher |
|
|
| For |
| For |
|
2. |
| To approve the advisory resolution on executive compensation. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of KPMG LLP as the independent registered public accounting firm of Werner Enterprises, Inc. for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
XYLEM INC.
Security | 98419M100 | Meeting Type | Annual |
Ticker Symbol | XYL | Meeting Date | 09-May-2018 |
ISIN | US98419M1009 | Agenda | 934751101 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Jeanne Beliveau-Dunn |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Curtis J. Crawford, Ph.D. |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Patrick K. Decker |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Robert F. Friel |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Victoria D. Harker |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Sten E. Jakobsson |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Steven R. Loranger |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Surya N. Mohapatra, Ph.D. |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Jerome A. Peribere |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Markos I. Tambakeras |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as our Independent Registered Public Accounting Firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve the compensation of our named executive officers. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on the frequency of future advisory votes to approve named executive compensation. |
| Management |
| 1 Year |
| For |
|
5. |
| Shareholder proposal to lower threshold for shareholders to call special meetings from 25% to 10% of Company stock, if properly presented at the meeting. |
| Shareholder |
| Against |
| For |
|
MELROSE INDUSTRIES PLC
Security | G5973J178 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 10-May-2018 |
ISIN | GB00BZ1G4322 | Agenda | 709239847 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO RECEIVE THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2017, TOGETHER WITH THE REPORTS THEREON |
| Management |
|
|
|
|
|
2 |
| TO APPROVE THE 2017 DIRECTORS’ REMUNERATION REPORT |
| Management |
|
|
|
|
|
3 |
| TO DECLARE A FINAL DIVIDEND OF 2.8P PER ORDINARY SHARE |
| Management |
|
|
|
|
|
4 |
| TO RE-ELECT CHRISTOPHER MILLER AS A DIRECTOR |
| Management |
|
|
|
|
|
5 |
| TO RE-ELECT DAVID ROPER AS A DIRECTOR |
| Management |
|
|
|
|
|
6 |
| TO RE-ELECT SIMON PECKHAM AS A DIRECTOR |
| Management |
|
|
|
|
|
7 |
| TO RE-ELECT GEOFFREY MARTIN AS A DIRECTOR |
| Management |
|
|
|
|
|
8 |
| TO RE-ELECT JUSTIN DOWLEY AS A DIRECTOR |
| Management |
|
|
|
|
|
9 |
| TO RE-ELECT LIZ HEWITT AS A DIRECTOR |
| Management |
|
|
|
|
|
10 |
| TO RE-ELECT DAVID LIS AS A DIRECTOR |
| Management |
|
|
|
|
|
11 |
| TO ELECT ARCHIE G. KANE AS A DIRECTOR |
| Management |
|
|
|
|
|
12 |
| TO RE-APPOINT DELOITTE LLP AS AUDITOR |
| Management |
|
|
|
|
|
13 |
| TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE THE AUDITOR’S REMUNERATION |
| Management |
|
|
|
|
|
14 |
| TO RENEW THE AUTHORITY GIVEN TO DIRECTORS TO ALLOT SHARES |
| Management |
|
|
|
|
|
15 |
| TO GIVE THE DIRECTORS AUTHORITY TO ALLOT EQUITY SECURITIES WITHOUT APPLICATION OF PRE-EMPTION RIGHTS |
| Management |
|
|
|
|
|
16 |
| TO GIVE THE DIRECTORS AUTHORITY TO ALLOT EQUITY SECURITIES FOR THE PURPOSE OF FINANCING AN ACQUISITION OR OTHER CAPITAL INVESTMENT WITHOUT APPLICATION OF PRE- EMPTION RIGHTS |
| Management |
|
|
|
|
|
17 |
| TO AUTHORISE MARKET PURCHASES OF SHARES |
| Management |
|
|
|
|
|
18 |
| TO APPROVE THE CALLING OF A GENERAL MEETING OTHER THAN AN ANNUAL GENERAL MEETING ON NOT LESS THAN 14 CLEAR DAYS’ NOTICE |
| Management |
|
|
|
|
|
NORFOLK SOUTHERN CORPORATION
Security | 655844108 | Meeting Type | Annual |
Ticker Symbol | NSC | Meeting Date | 10-May-2018 |
ISIN | US6558441084 | Agenda | 934743990 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Thomas D. Bell, Jr. |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Wesley G. Bush |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Daniel A. Carp |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Mitchell E. Daniels, Jr. |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Marcela E. Donadio |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Steven F. Leer |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Michael D. Lockhart |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Amy E. Miles |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Martin H. Nesbitt |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Jennifer F. Scanlon |
| Management |
| For |
| For |
|
1k. |
| Election of Director: James A. Squires |
| Management |
| For |
| For |
|
1l. |
| Election of Director: John R. Thompson |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of KPMG LLP, independent registered public accounting firm, as Norfolk Southern’s independent auditors for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| Approval of advisory resolution on executive compensation, as disclosed in the proxy statement for the 2018 Annual Meeting of Shareholders. |
| Management |
| For |
| For |
|
4. |
| If properly presented at the meeting, a shareholder proposal regarding right to act by written consent. |
| Shareholder |
| Against |
| For |
|
C.H. ROBINSON WORLDWIDE, INC.
Security | 12541W209 | Meeting Type | Annual |
Ticker Symbol | CHRW | Meeting Date | 10-May-2018 |
ISIN | US12541W2098 | Agenda | 934746794 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Scott P. Anderson |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Robert Ezrilov |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Wayne M. Fortun |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Timothy C. Gokey |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Mary J. Steele Guilfoile |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jodee A. Kozlak |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Brian P. Short |
| Management |
| For |
| For |
|
1h. |
| Election of Director: James B. Stake |
| Management |
| For |
| For |
|
1i. |
| Election of Director: John P. Wiehoff |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory basis, the compensation of our named executive officers. |
| Management |
| For |
| For |
|
3. |
| Ratification of the selection of Deloitte & Touche LLP as the company’s independent auditors for the fiscal year ending December 31, 2018. |
| Management |
| For |
| For |
|
4. |
| Report on the feasibility of GHG Disclosure and Management. |
| Shareholder |
| Against |
| For |
|
HEARTLAND EXPRESS, INC.
Security | 422347104 | Meeting Type | Annual |
Ticker Symbol | HTLD | Meeting Date | 10-May-2018 |
ISIN | US4223471040 | Agenda | 934753775 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 M. Gerdin |
|
|
| For |
| For |
|
|
| 2 L. Gordon |
|
|
| For |
| For |
|
|
| 3 B. Allen |
|
|
| For |
| For |
|
|
| 4 B. Neville |
|
|
| For |
| For |
|
|
| 5 J. Pratt |
|
|
| For |
| For |
|
|
| 6 T. Hira |
|
|
| For |
| For |
|
|
| 7 M. Sullivan |
|
|
| For |
| For |
|
2. |
| Ratification of the appointment of Grant Thornton LLP as the Independent Registered Public Accounting Firm of the Company for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote on named executive officer compensation. |
| Management |
| For |
| For |
|
MAGNA INTERNATIONAL INC.
Security | 559222401 | Meeting Type | Annual |
Ticker Symbol | MGA | Meeting Date | 10-May-2018 |
ISIN | CA5592224011 | Agenda | 934772686 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Scott B. Bonham |
|
|
| For |
| For |
|
|
| 2 Peter G. Bowie |
|
|
| For |
| For |
|
|
| 3 Mary S. Chan |
|
|
| For |
| For |
|
|
| 4 Dr. Kurt J. Lauk |
|
|
| For |
| For |
|
|
| 5 Robert F. MacLellan |
|
|
| For |
| For |
|
|
| 6 Cynthia A. Niekamp |
|
|
| For |
| For |
|
|
| 7 William A. Ruh |
|
|
| For |
| For |
|
|
| 8 Dr. I. V. Samarasekera |
|
|
| For |
| For |
|
|
| 9 Donald J. Walker |
|
|
| For |
| For |
|
|
| 10 Lawrence D. Worrall |
|
|
| For |
| For |
|
|
| 11 William L. Young |
|
|
| For |
| For |
|
2 |
| Reappointment of Deloitte LLP as the independent auditor of the Corporation and authorization of the Audit Committee to fix the independent auditor’s remuneration. |
| Management |
| For |
| For |
|
3 |
| Resolved, on an advisory basis and not to diminish the roles and responsibilities of the board of directors, that the shareholders accept the approach to executive compensation disclosed in the accompanying Management Information Circular/Proxy Statement. |
| Management |
| For |
| For |
|
TDC A/S
Security | K94545116 | Meeting Type | ExtraOrdinary General Meeting |
Ticker Symbol |
| Meeting Date | 14-May-2018 |
ISIN | DK0060228559 | Agenda | 709318554 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR- AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF- ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING- INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE- REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ELECTION OF MEMBERS TO THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
2 |
| ANY OTHER BUSINESS |
| Management |
| Abstain |
| For |
|
HALLIBURTON COMPANY
Security | 406216101 | Meeting Type | Annual |
Ticker Symbol | HAL | Meeting Date | 16-May-2018 |
ISIN | US4062161017 | Agenda | 934760871 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Abdulaziz F. Al Khayyal |
| Management |
| For |
| For |
|
1b. |
| Election of Director: William E. Albrecht |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Alan M. Bennett |
| Management |
| For |
| For |
|
1d. |
| Election of Director: James R. Boyd |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Milton Carroll |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Nance K. Dicciani |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Murry S. Gerber |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Jose C. Grubisich |
| Management |
| For |
| For |
|
1i. |
| Election of Director: David J. Lesar |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Robert A. Malone |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Jeffrey A. Miller |
| Management |
| For |
| For |
|
1l. |
| Election of Director: Debra L. Reed |
| Management |
| For |
| For |
|
2. |
| Ratification of Selection of Principal Independent Public Accountants. |
| Management |
| For |
| For |
|
3. |
| Advisory Approval of Executive Compensation. |
| Management |
| For |
| For |
|
DUNKIN’ BRANDS GROUP, INC
Security | 265504100 | Meeting Type | Annual |
Ticker Symbol | DNKN | Meeting Date | 16-May-2018 |
ISIN | US2655041000 | Agenda | 934763283 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mark Nunnelly |
|
|
| For |
| For |
|
|
| 2 Roland Smith |
|
|
| For |
| For |
|
|
| 3 Carl Sparks |
|
|
| For |
| For |
|
2. |
| To approve, on an advisory basis, the compensation paid by Dunkin’ Brands to its named executive officers. |
| Management |
| For |
| For |
|
3. |
| To recommend, on an advisory basis, the frequency of future advisory votes on the compensation of the named executive officers of the company. |
| Management |
| 1 Year |
| For |
|
4. |
| To ratify the appointment of KPMG LLP as Dunkin’ Brands independent registered public accounting firm for the current fiscal year ending December 29, 2018. |
| Management |
| For |
| For |
|
NEXANS S.A.
Security | F65277109 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 17-May-2018 |
ISIN | FR0000044448 | Agenda | 709166981 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE. |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD SHARES DIRECTLY WITH A- FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE- GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED- INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD-THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT-YOUR CLIENT REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED DURING THE MEETING, YOUR- VOTE WILL DEFAULT TO ‘ABSTAIN’. SHARES CAN ALTERNATIVELY BE PASSED TO THE-CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH ITEM RAISED. SHOULD YOU-WISH TO PASS CONTROL OF YOUR SHARES IN THIS WAY, PLEASE CONTACT YOUR-BROADRIDGE CLIENT SERVICE REPRESENTATIVE. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| 27 APR 2018: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:- https://www.journal- officiel.gouv.fr/publications/balo/pdf/2018/0404/20180404 1-800885.pdf AND-https://www.journal- officiel.gouv.fr/publications/balo/pdf/2018/0427/20180427 1-801461.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF THE URL-LINK. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
| Non-Voting |
|
|
|
|
|
O.1 |
| APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS AND OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 - MANAGEMENT REPORT |
| Management |
| For |
| For |
|
O.2 |
| APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS AND OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
O.3 |
| ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 AND SETTING OF THE DIVIDEND |
| Management |
| For |
| For |
|
O.4 |
| RENEWAL OF THE TERM OF OFFICE OF MRS. VERONIQUE GUILLOT-PELPEL AS DIRECTOR |
| Management |
| For |
| For |
|
O.5 |
| RENEWAL OF THE TERM OF OFFICE OF MRS. FANNY LETIER AS DIRECTOR |
| Management |
| For |
| For |
|
O.6 |
| APPOINTMENT OF MRS. ANNE LEBEL AS DIRECTOR |
| Management |
| For |
| For |
|
O.7 |
| RENEWAL OF THE TERM OF OFFICE OF CABINET PRICEWATERHOUSECOOPERS AUDIT AS PRINCIPAL STATUTORY AUDITOR AND APPOINTMENT OF MR. PATRICE MOROT AS DEPUTY STATUTORY AUDITOR AS A REPLACEMENT FOR MR. ETIENNE BORIS |
| Management |
| For |
| For |
|
O.8 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE RELATING TO THE SUPPLEMENTARY PENSION PLAN TAKEN FOR THE BENEFIT OF MR. ARNAUD POUPART-LAFARGE AS CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.9 |
| APPROVAL OF A REGULATED AGREEMENT CONCLUDED BETWEEN THE COMPANY AND BPIFRANCE INVESTISSEMENT “LE HUB” |
| Management |
| For |
| For |
|
O.10 |
| APPROVAL OF A REGULATED AGREEMENT CONCLUDED BETWEEN THE COMPANY AND HSBC FRANCE |
| Management |
| For |
| For |
|
O.11 |
| VOTE ON THE COMPENSATION COMPONENTS PAID OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. GEORGES CHODRON DE COURCEL, CHAIRMAN OF THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.12 |
| VOTE ON THE COMPENSATION COMPONENTS PAID OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.13 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE CHAIRMAN OF THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.14 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.15 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE PAYMENT OF A SPECIAL TRANSITION PREMIUM TO MR. ARNAUD POUPART LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.16 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE CONDITIONS OF THE PERFORMANCE SHARE PLAN OF 12 MAY 2016 (LTI 2016) APPLICABLE TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.17 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE CONDITIONS OF THE PERFORMANCE SHARE PLAN OF 14 MARCH 2017 (LTI 2017) APPLICABLE TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.18 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO TRADE IN THE COMPANY’S SHARES |
| Management |
| For |
| For |
|
E.19 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLING OWN SHARES |
| Management |
| For |
| For |
|
E.20 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED IN 2019 WITH FREE ALLOCATIONS OF EXISTING SHARES OR SHARES TO BE ISSUED FOR THE BENEFIT OF THE GROUP’S SALARIED EMPLOYEES AND CORPORATE OFFICERS, OR SOME OF THEM, ENTAILING THE WAIVER BY SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 300,000, SUBJECT TO PERFORMANCE CONDITIONS TO BE SET BY THE BOARD, FOR A PERIOD OF 12 MONTHS AS OF 01ST JANUARY 2019 |
| Management |
| For |
| For |
|
E.21 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED IN 2019 WITH FREE ALLOCATIONS OF EXISTING SHARES OR SHARES TO BE ISSUED FOR THE BENEFIT OF SALARIED EMPLOYEES OR SOME OF THEM, ENTAILING THE WAIVER BY SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 50,000, FOR A PERIOD OF 12 MONTHS AS OF 01ST JANUARY 2019 |
| Management |
| For |
| For |
|
E.22 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED WITH FREE ALLOCATIONS OF SHARES, EXISTING OR SHARES TO BE ISSUED, AS COMPENSATION TO THE MEMBERS OF THE MANAGEMENT BOARD WHO WILL NO LONGER BENEFIT FROM THE DEFINED BENEFIT PENSION PLAN, ENTAILING THE WAIVER BY THE SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 40,000, FOR A PERIOD OF 12 MONTHS AS OF THIS GENERAL MEETING |
| Management |
| For |
| For |
|
O.23 |
| POWERS TO CARRY OUT ALL LEGAL FORMALITIES |
| Management |
| For |
| For |
|
LEAR CORPORATION
Security | 521865204 | Meeting Type | Annual |
Ticker Symbol | LEA | Meeting Date | 17-May-2018 |
ISIN | US5218652049 | Agenda | 934758446 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Richard H. Bott |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Thomas P. Capo |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Jonathan F. Foster |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Mary Lou Jepsen |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Kathleen A. Ligocki |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Conrad L. Mallett, Jr. |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Raymond E. Scott |
| Management |
| For |
| For |
|
1H. |
| Election of Director: Gregory C. Smith |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Henry D.G. Wallace |
| Management |
| For |
| For |
|
2. |
| Ratification of the retention of Ernst & Young LLP as independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve Lear Corporation’s executive compensation. |
| Management |
| For |
| For |
|
GEMALTO N.V., AMSTERDAM
Security | N3465M108 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 18-May-2018 |
ISIN | NL0000400653 | Agenda | 709313934 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| OPENING |
| Non-Voting |
|
|
|
|
|
2.A |
| 2017 ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
2.B |
| APPLICATION OF THE REMUNERATION POLICY IN 2017 |
| Non-Voting |
|
|
|
|
|
2.C |
| CORPORATE GOVERNANCE STRUCTURE AND COMPLIANCE WITH THE DUTCH CORPORATE- GOVERNANCE CODE (2016) |
| Non-Voting |
|
|
|
|
|
2.D |
| ADOPTION OF THE 2017 FINANCIAL STATEMENTS |
| Management |
| For |
| For |
|
3.A |
| DIVIDEND POLICY |
| Non-Voting |
|
|
|
|
|
3.B |
| NO DIVIDEND FOR THE 2017 FINANCIAL YEAR |
| Non-Voting |
|
|
|
|
|
4.A |
| DISCHARGE OF BOARD MEMBER FOR THE FULFILLMENT OF THEIR DUTIES DURING THE 2017 FINANCIAL YEAR: DISCHARGE OF THE CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
4.B |
| DISCHARGE OF BOARD MEMBER FOR THE FULFILLMENT OF THEIR DUTIES DURING THE 2017 FINANCIAL YEAR: DISCHARGE OF THE NON-EXECUTIVE BOARD MEMBERS |
| Management |
| For |
| For |
|
5.A |
| REAPPOINTMENT OF MR. PHILIPPE ALFROID AS NON-EXECUTIVE BOARD MEMBER UNTIL THE CLOSE OF THE 2020 AGM |
| Management |
| For |
| For |
|
5.B |
| REAPPOINTMENT OF MR. JOHANNES FRITZ AS NON-EXECUTIVE BOARD MEMBER UNTIL THE CLOSE OF THE 2020 AGM |
| Management |
| For |
| For |
|
6 |
| RENEWAL OF THE AUTHORIZATION OF THE BOARD TO REPURCHASE SHARES IN THE SHARE CAPITAL OF THE COMPANY |
| Management |
| For |
| For |
|
7.A |
| AUTHORIZATION OF THE BOARD TO ISSUE SHARES AND TO GRANT RIGHTS TO ACQUIRE SHARES FOR GENERAL PURPOSES WITH THE POWER TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS |
| Management |
| For |
| For |
|
7.B |
| AUTHORIZATION OF THE BOARD TO ISSUE SHARES AND TO GRANT RIGHTS TO ACQUIRE SHARES FOR GENERAL PURPOSES WITHOUT THE POWER TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS |
| Management |
| For |
| For |
|
7.C |
| AUTHORIZATION OF THE BOARD TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS IN CONNECTION WITH THE ABOVE RESOLUTION 7.B FOR THE PURPOSE OF M&A AND/OR (STRATEGIC) ALLIANCES |
| Management |
| For |
| For |
|
7.D |
| AUTHORIZATION OF THE BOARD TO LIMIT OR EXCLUDE PRE-EMPTIVE RIGHTS ACCRUING TO SHAREHOLDERS IN CONNECTION WITH THE ABOVE RESOLUTION 7.B FOR THE PURPOSE OF A NON-DILUTIVE TRADABLE RIGHTS OFFERING |
| Management |
| For |
| For |
|
8 |
| EXPLANATION OF THE RECOMMENDED PUBLIC OFFER MADE BY THALES |
| Non-Voting |
|
|
|
|
|
9.A |
| CONDITIONAL AMENDMENT OF THE ARTICLES OF ASSOCIATION FOLLOWING SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
9.B |
| CONDITIONAL CONVERSION OF GEMALTO AND AMENDMENT OF THE ARTICLES OF ASSOCIATION FOLLOWING DELISTING FROM EURONEXT AMSTERDAM AND EURONEXT PARIS |
| Management |
| For |
| For |
|
10.A |
| CONDITIONAL APPOINTMENT OF MR. PASCAL BOUCHIAT AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.B |
| CONDITIONAL APPOINTMENT OF MR. PIERRE-ERIC POMMELLET AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.C |
| CONDITIONAL APPOINTMENT OF MS. ISABELLE SIMON AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
10.D |
| CONDITIONAL APPOINTMENT OF MS. MARIE- HELENE SARTORIUS AS NON-EXECUTIVE BOARD MEMBER AS OF SETTLEMENT OF THE OFFER |
| Management |
| For |
| For |
|
11.A |
| TO GRANT THE CHIEF EXECUTIVE OFFICER DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF HIS DUTIES PERFORMED IN THE PERIOD FOLLOWING THE END OF THE FINANCIAL YEAR 2017 AND UP TO AND INCLUDING THE DATE OF THE AGM OF MAY 18, 2018 |
| Management |
| For |
| For |
|
11.B |
| TO GRANT THE NON-EXECUTIVE BOARD MEMBERS DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF THEIR RESPECTIVE DUTIES PERFORMED IN THE PERIOD FOLLOWING THE END OF THE FINANCIAL YEAR 2017 AND UP TO AND INCLUDING THE DATE OF THE AGM OF MAY 18, 2018 |
| Management |
| For |
| For |
|
11.C |
| TO GRANT MR. ALEX MANDL, MS. HOMAIRA AKBARI, MR. BUFORD ALEXANDER, MR. JOOP DRECHSEL, MR. JOHANNES FRITZ, MR. JOHN ORMEROD, MR. OLIVIER PIOU, MS. JILL SMITH AND MS. YEN YEN TAN FULL AND FINAL DISCHARGE FROM LIABILITY FOR THE FULFILLMENT OF THEIR RESPECTIVE DUTIES, SUBJECT TO THE CONDITIONS PRECEDENT THAT THE OFFER IS DECLARED UNCONDITIONAL AND THAT SETTLEMENT HAS TAKEN PLACE |
| Management |
| For |
| For |
|
12 |
| QUESTIONS |
| Non-Voting |
|
|
|
|
|
13 |
| ADJOURNMENT |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 891388 DUE TO NON-VOTABLE-RESOLUTIONS SHOULD BE ADDED TO THE AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS-MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING-NOTICE. THANK YOU. |
| Non-Voting |
|
|
|
|
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Annual |
Ticker Symbol | AET | Meeting Date | 18-May-2018 |
ISIN | US00817Y1082 | Agenda | 934766924 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Fernando Aguirre |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Frank M. Clark |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Molly J. Coye, M.D. |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Roger N. Farah |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jeffrey E. Garten |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Ellen M. Hancock |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Richard J. Harrington |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Edward J. Ludwig |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Olympia J. Snowe |
| Management |
| For |
| For |
|
2. |
| Company Proposal - Approval of the Appointment of the Independent Registered Public Accounting Firm for 2018 |
| Management |
| For |
| For |
|
3. |
| Company Proposal - Approval of the Company’s Executive Compensation on a Non-Binding Advisory Basis |
| Management |
| For |
| For |
|
4A. |
| Shareholder Proposal - Annual Report on Direct and Indirect Lobbying |
| Shareholder |
| Against |
| For |
|
4B. |
| Shareholder Proposal - Special Shareholder Meeting Vote Threshold |
| Shareholder |
| Against |
| For |
|
LANDSTAR SYSTEM, INC.
Security | 515098101 | Meeting Type | Annual |
Ticker Symbol | LSTR | Meeting Date | 22-May-2018 |
ISIN | US5150981018 | Agenda | 934776761 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: James B. Gattoni |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Anthony J. Orlando |
| Management |
| For |
| For |
|
2. |
| RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2018. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. |
| Management |
| For |
| For |
|
MICROSEMI CORPORATION
Security | 595137100 | Meeting Type | Special |
Ticker Symbol | MSCC | Meeting Date | 22-May-2018 |
ISIN | US5951371005 | Agenda | 934803710 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated March 1, 2018, as it may be amended from time to time (the “Merger Agreement”), by and among Microsemi Corporation (“Microsemi”), Microchip Technology Incorporated and Maple Acquisition Corporation. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for Microsemi’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the Special Meeting from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting or any adjournment or postponement thereof to approve the proposal to adopt the Merger Agreement or in the absence of a quorum. |
| Management |
| For |
| For |
|
MCDONALD’S CORPORATION
Security | 580135101 | Meeting Type | Annual |
Ticker Symbol | MCD | Meeting Date | 24-May-2018 |
ISIN | US5801351017 | Agenda | 934776963 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Lloyd Dean |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Stephen Easterbrook |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Robert Eckert |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Margaret Georgiadis |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Enrique Hernandez, Jr. |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jeanne Jackson |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Richard Lenny |
| Management |
| For |
| For |
|
1h. |
| Election of Director: John Mulligan |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Sheila Penrose |
| Management |
| For |
| For |
|
1j. |
| Election of Director: John Rogers, Jr. |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Miles White |
| Management |
| For |
| For |
|
2. |
| Advisory vote to approve executive compensation. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve the appointment of Ernst & Young LLP as independent auditor for 2018. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on a shareholder proposal requesting the ability for shareholders to act by written consent, if properly presented. |
| Shareholder |
| Against |
| For |
|
5. |
| Advisory vote on a shareholder proposal requesting a report on plastic straws, if properly presented. |
| Shareholder |
| Against |
| For |
|
6. |
| Advisory vote on a shareholder proposal requesting a report on charitable contributions, if properly presented. |
| Shareholder |
| Against |
| For |
|
FLOWSERVE CORPORATION
Security | 34354P105 | Meeting Type | Annual |
Ticker Symbol | FLS | Meeting Date | 24-May-2018 |
ISIN | US34354P1057 | Agenda | 934779642 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: R. Scott Rowe |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Ruby R. Chandy |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Leif E. Darner |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Gayla J. Delly |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Roger L. Fix |
| Management |
| For |
| For |
|
1f. |
| Election of Director: John R. Friedery |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Joe E. Harlan |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Rick J. Mills |
| Management |
| For |
| For |
|
1i. |
| Election of Director: David E. Roberts |
| Management |
| For |
| For |
|
2. |
| Advisory vote on executive compensation. |
| Management |
| For |
| For |
|
3. |
| Ratify the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
4. |
| A shareholder proposal requesting the Company to adopt time- bound, quantitative, company-wide, science-based targets for reducing greenhouse gas (GHG) emissions. |
| Shareholder |
| Against |
| For |
|
5. |
| A shareholder proposal requesting the Board of Directors take action to permit shareholder action by written consent. |
| Shareholder |
| Against |
| For |
|
NXSTAGE MEDICAL, INC.
Security | 67072V103 | Meeting Type | Annual |
Ticker Symbol | NXTM | Meeting Date | 24-May-2018 |
ISIN | US67072V1035 | Agenda | 934810359 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Jeffrey H. Burbank |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Heyward R. Donigan |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: Robert G. Funari |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Daniel A. Giannini |
| Management |
| For |
| For |
|
1.5 |
| Election of Director: Earl R. Lewis |
| Management |
| For |
| For |
|
1.6 |
| Election of Director: Jean K. Mixer |
| Management |
| For |
| For |
|
1.7 |
| Election of Director: Craig W. Moore |
| Management |
| For |
| For |
|
1.8 |
| Election of Director: Reid S. Perper |
| Management |
| For |
| For |
|
1.9 |
| Election of Director: James J. Peters |
| Management |
| For |
| For |
|
2. |
| Advisory vote on our named executive officers’ compensation. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2018 fiscal year. |
| Management |
| For |
| For |
|
BAYER AG, LEVERKUSEN
Security | D0712D163 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 25-May-2018 |
ISIN | DE000BAY0017 | Agenda | 709041886 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT REREGISTRATION IS NO LONGER REQUIRED TO ENSURE VOTING-RIGHTS. FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE SECURITIES TRADE ACT-ON 10TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE-JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS CHANGED WITH REGARD TO THE-GERMAN REGISTERED SHARES. AS A RESULT, IT REMAINS EXCLUSIVELY THE- RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS IF THEY-EXCEED RELEVANT REPORTING THRESHOLD OF WPHG (FROM 3 PERCENT OF OUTSTANDING-SHARE CAPITAL ONWARDS). |
| Non-Voting |
|
|
|
|
|
CMMT |
| AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB- CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE.-THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN- CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE- NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS- USUAL. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 10.05.2018. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE. |
| Non-Voting |
|
|
|
|
|
1 |
| PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS, THE COMBINED MANAGEMENT REPORT, THE REPORT OF THE SUPERVISORY BOARD AND THE PROPOSAL BY THE BOARD OF MANAGEMENT ON THE USE OF THE DISTRIBUTABLE PROFIT FOR THE FISCAL YEAR 2017, AND RESOLUTION ON THE USE OF THE DISTRIBUTABLE PROFIT |
| Management |
| For |
| For |
|
2 |
| RATIFICATION OF THE ACTIONS OF THE MEMBERS OF THE BOARD OF MANAGEMENT |
| Management |
| For |
| For |
|
3 |
| RATIFICATION OF THE ACTIONS OF THE MEMBERS OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
4 |
| SUPERVISORY BOARD ELECTION: MR. NORBERT WINKELJOHANN |
| Management |
| For |
| For |
|
5 |
| ELECTION OF THE AUDITOR FOR THE ANNUAL FINANCIAL STATEMENTS AND FOR THE REVIEW OF THE HALF-YEARLY AND INTERIM FINANCIAL REPORTS: DELOITTE GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT |
| Management |
| For |
| For |
|
TRIBUNE MEDIA COMPANY
Security | 896047503 | Meeting Type | Annual |
Ticker Symbol | TRCO | Meeting Date | 30-May-2018 |
ISIN | US8960475031 | Agenda | 934788273 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Election of Director: Peter M. Kern |
| Management |
| For |
| For |
|
2. |
| Advisory vote approving executive compensation. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the 2018 fiscal year. |
| Management |
| For |
| For |
|
CAESARS ENTERTAINMENT CORPORATION
Security | 127686103 | Meeting Type | Annual |
Ticker Symbol | CZR | Meeting Date | 30-May-2018 |
ISIN | US1276861036 | Agenda | 934796232 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mark Frissora |
|
|
| For |
| For |
|
|
| 2 James Hunt |
|
|
| For |
| For |
|
|
| 3 John Dionne |
|
|
| For |
| For |
|
|
| 4 Richard Schifter |
|
|
| For |
| For |
|
2. |
| To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| To transact such other business as may properly come before the meeting or any adjournment of the meeting. |
| Management |
| For |
| For |
|
LOWE’S COMPANIES, INC.
Security | 548661107 | Meeting Type | Annual |
Ticker Symbol | LOW | Meeting Date | 01-Jun-2018 |
ISIN | US5486611073 | Agenda | 934787245 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Raul Alvarez |
|
|
| For |
| For |
|
|
| 2 David H. Batchelder |
|
|
| For |
| For |
|
|
| 3 Angela F. Braly |
|
|
| For |
| For |
|
|
| 4 Sandra B. Cochran |
|
|
| For |
| For |
|
|
| 5 Laurie Z. Douglas |
|
|
| For |
| For |
|
|
| 6 Richard W. Dreiling |
|
|
| For |
| For |
|
|
| 7 Marshall O. Larsen |
|
|
| For |
| For |
|
|
| 8 James H. Morgan |
|
|
| For |
| For |
|
|
| 9 Robert A. Niblock |
|
|
| For |
| For |
|
|
| 10 Brian C. Rogers |
|
|
| For |
| For |
|
|
| 11 Bertram L. Scott |
|
|
| For |
| For |
|
|
| 12 Lisa W. Wardell |
|
|
| For |
| For |
|
|
| 13 Eric C. Wiseman |
|
|
| For |
| For |
|
2. |
| Advisory vote to approve Lowe’s named executive officer compensation in fiscal 2017. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of Deloitte & Touche LLP as Lowe’s independent registered public accounting firm for fiscal 2018. |
| Management |
| For |
| For |
|
4. |
| Shareholder proposal to reduce the threshold to call special shareholder meetings to 10% of outstanding shares. |
| Shareholder |
| Against |
| For |
|
FORTIVE CORPORATION
Security | 34959J108 | Meeting Type | Annual |
Ticker Symbol | FTV | Meeting Date | 05-Jun-2018 |
ISIN | US34959J1088 | Agenda | 934787219 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Class II Director: Feroz Dewan |
| Management |
| For |
| For |
|
1B. |
| Election of Class II Director: James Lico |
| Management |
| For |
| For |
|
2. |
| To ratify the selection of Ernst and Young LLP as Fortive’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| To approve on an advisory basis Fortive’s named executive officer compensation. |
| Management |
| For |
| For |
|
4. |
| To approve the Fortive Corporation 2016 Stock Incentive Plan, as amended and restated. |
| Management |
| For |
| For |
|
LADDER CAPITAL CORP
Security | 505743104 | Meeting Type | Annual |
Ticker Symbol | LADR | Meeting Date | 05-Jun-2018 |
ISIN | US5057431042 | Agenda | 934787497 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Reelection of Douglas Durst to the Board of Directors. |
| Management |
| Abstain |
| Against |
|
2. |
| Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Approval of a non-binding, advisory resolution to approve our executive compensation (“Say on Pay”). |
| Management |
| For |
| For |
|
4. |
| Approval of a non-binding, advisory resolution on the frequency of future advisory stockholder votes to approve executive compensation (“Say on Frequency”). |
| Management |
| 3 Years |
| For |
|
THE WENDY’S COMPANY
Security | 95058W100 | Meeting Type | Annual |
Ticker Symbol | WEN | Meeting Date | 05-Jun-2018 |
ISIN | US95058W1009 | Agenda | 934795292 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Nelson Peltz |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Peter W. May |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Kristin A. Dolan |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Kenneth W. Gilbert |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Dennis M. Kass |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Joseph A. Levato |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Michelle J. Mathews-Spradlin |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Matthew H. Peltz |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Todd A. Penegor |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Peter H. Rothschild |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Arthur B. Winkleblack |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018 |
| Management |
| For |
| For |
|
3. |
| Advisory resolution to approve executive compensation. |
| Management |
| For |
| For |
|
RENT-A-CENTER, INC.
Security | 76009N100 | Meeting Type | Annual |
Ticker Symbol | RCII | Meeting Date | 05-Jun-2018 |
ISIN | US76009N1000 | Agenda | 934800752 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Amendments to the Certificate of Incorporation to Declassify the Board of Directors. |
| Management |
| For |
| For |
|
2A |
| Election of Director: Michael J. Gade |
| Management |
| For |
| For |
|
2B |
| Election of Director: J.V. Lentell |
| Management |
| For |
| For |
|
3. |
| Ratification of the Audit & Risk Committee’s selection of KPMG LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on executive compensation. |
| Management |
| For |
| For |
|
VISTEON CORPORATION
Security | 92839U206 | Meeting Type | Annual |
Ticker Symbol | VC | Meeting Date | 06-Jun-2018 |
ISIN | US92839U2069 | Agenda | 934797486 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: James J. Barrese |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Naomi M. Bergman |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Jeffrey D. Jones |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Sachin S. Lawande |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Joanne M. Maguire |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Robert J. Manzo |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Francis M. Scricco |
| Management |
| For |
| For |
|
1h. |
| Election of Director: David L. Treadwell |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Harry J. Wilson |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Rouzbeh Yassini-Fard |
| Management |
| For |
| For |
|
2. |
| Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2018. |
| Management |
| For |
| For |
|
3. |
| Provide advisory approval of the Company’s executive compensation. |
| Management |
| For |
| For |
|
4. |
| Provide an advisory vote on the frequency of the advisory vote on executive compensation. |
| Management |
| 1 Year |
| For |
|
XL GROUP LTD
Security | G98294104 | Meeting Type | Special |
Ticker Symbol | XL | Meeting Date | 06-Jun-2018 |
ISIN | BMG982941046 | Agenda | 934822001 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve the Agreement and Plan of Merger, by and among XL Group Ltd, AXA SA and Camelot Holdings Ltd., the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger of Camelot Holdings Ltd. with and into XL Group Ltd (the “merger”). |
| Management |
| For |
| For |
|
2. |
| On an advisory (non-binding) basis, to approve the compensation that may be paid or become payable to XL’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To approve an adjournment of the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 at the special general meeting. |
| Management |
| For |
| For |
|
TIGENIX NV
Security | B9351T118 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 07-Jun-2018 |
ISIN | BE0003864817 | Agenda | 709463525 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ACKNOWLEDGEMENT AND DISCUSSION OF: THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR-ENDED 31 DECEMBER 2017 - THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE FINANCIAL-YEAR ENDED 31 DECEMBER 2017 - THE ANNUAL REPORT OF THE BOARD OF DIRECTORS ON-THE ANNUAL ACCOUNTS AND THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE FINANCIAL-YEAR ENDED 31 DECEMBER 2017 - THE REPORT OF THE AUDITOR ON THE ANNUAL-ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 - THE REPORT OF THE-AUDITOR ON THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31-DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| THE SHAREHOLDERS’ MEETING APPROVES THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
3 |
| THE SHAREHOLDERS’ MEETING APPROVES THE ALLOCATION OF RESULTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 AS PROPOSED BY THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
4 |
| THE SHAREHOLDERS’ MEETING APPROVES THE REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED ON 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
5 |
| THE SHAREHOLDERS’ MEETING RELEASES THE DIRECTORS (AS WELL AS THE RESPECTIVE PERMANENT REPRESENTATIVES OF THE LEGAL ENTITIES WHICH ARE DIRECTOR) AND THE AUDITOR OF THE COMPANY FROM ANY LIABILITY ARISING FROM THE PERFORMANCE OF THEIR DUTIES DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
RESTAURANT BRANDS INTERNATIONAL INC.
Security | 76131D103 | Meeting Type | Annual |
Ticker Symbol | QSR | Meeting Date | 07-Jun-2018 |
ISIN | CA76131D1033 | Agenda | 934804091 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Alexandre Behring |
|
|
| For |
| For |
|
|
| 2 Marc Caira |
|
|
| For |
| For |
|
|
| 3 Joao M. Castro-Neves |
|
|
| For |
| For |
|
|
| 4 Martin E. Franklin |
|
|
| For |
| For |
|
|
| 5 Paul J. Fribourg |
|
|
| For |
| For |
|
|
| 6 Neil Golden |
|
|
| For |
| For |
|
|
| 7 Ali Hedayat |
|
|
| For |
| For |
|
|
| 8 Golnar Khosrowshahi |
|
|
| For |
| For |
|
|
| 9 Daniel S. Schwartz |
|
|
| For |
| For |
|
|
| 10 Carlos Alberto Sicupira |
|
|
| For |
| For |
|
|
| 11 Roberto Moses T. Motta |
|
|
| For |
| For |
|
|
| 12 Alexandre Van Damme |
|
|
| For |
| For |
|
2. |
| Approval, on a non-binding advisory basis, of the compensation paid to named executive officers. |
| Management |
| For |
| For |
|
3. |
| Appoint KPMG LLP as our auditors to serve until the close of the 2019 Annual Meeting of Shareholders and authorize our directors to fix the auditors’ remuneration. |
| Management |
| For |
| For |
|
4. |
| Approve an amendment to the Amended and Restated 2014 Omnibus Incentive Plan to increase the number of common shares available for issuance by 15,000,000 common shares. |
| Management |
| For |
| For |
|
5. |
| Consider a shareholder proposal to issue an annual report to investors regarding supply chain impacts on deforestation, if properly presented at the Meeting. |
| Shareholder |
| Against |
| For |
|
PARATEK PHARMACEUTICALS, INC.
Security | 699374302 | Meeting Type | Annual |
Ticker Symbol | PRTK | Meeting Date | 14-Jun-2018 |
ISIN | US6993743029 | Agenda | 934805459 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Rolf K. Hoffmann |
|
|
| For |
| For |
|
|
| 2 Kristine Peterson |
|
|
| For |
| For |
|
|
| 3 Jeffrey Stein, Ph.D. |
|
|
| For |
| For |
|
2. |
| To consider and approve the Paratek Pharmaceuticals, Inc. Employee Stock Purchase Plan. |
| Management |
| For |
| For |
|
3. |
| To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
DAVE & BUSTER’S ENTERTAINMENT, INC.
Security | 238337109 | Meeting Type | Annual |
Ticker Symbol | PLAY | Meeting Date | 14-Jun-2018 |
ISIN | US2383371091 | Agenda | 934807035 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A |
| Election of Director: Victor L. Crawford |
| Management |
| For |
| For |
|
1B |
| Election of Director: Hamish A. Dodds |
| Management |
| For |
| For |
|
1C |
| Election of Director: Michael J. Griffith |
| Management |
| For |
| For |
|
1D |
| Election of Director: Jonathan S. Halkyard |
| Management |
| For |
| For |
|
1E |
| Election of Director: Stephen M. King |
| Management |
| For |
| For |
|
1F |
| Election of Director: Patricia M. Mueller |
| Management |
| For |
| For |
|
1G |
| Election of Director: Kevin M. Sheehan |
| Management |
| For |
| For |
|
1H |
| Election of Director: Jennifer Storms |
| Management |
| For |
| For |
|
2. |
| Ratification of Appointment of KPMG LLP as Independent Registered Public Accounting Firm |
| Management |
| For |
| For |
|
3. |
| Advisory Approval of Executive Compensation |
| Management |
| For |
| For |
|
KAPSTONE PAPER & PACKAGING CORPORATION
Security | 48562P103 | Meeting Type | Annual |
Ticker Symbol | KS | Meeting Date | 14-Jun-2018 |
ISIN | US48562P1030 | Agenda | 934828039 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Jonathan R. Furer |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Matthew H. Paull |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: Maurice S. Reznik |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Roger W. Stone |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of the Company’s named executive officer compensation. |
| Management |
| For |
| For |
|
THE MACERICH COMPANY
Security | 554382101 | Meeting Type | Annual |
Ticker Symbol | MAC | Meeting Date | 21-Jun-2018 |
ISIN | US5543821012 | Agenda | 934834311 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Peggy Alford |
| Management |
| For |
| For |
|
1b. |
| Election of Director: John H. Alschuler |
| Management |
| Against |
| Against |
|
1c. |
| Election of Director: Eric K. Brandt |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Edward C. Coppola |
| Management |
| Against |
| Against |
|
1e. |
| Election of Director: Steven R. Hash |
| Management |
| Against |
| Against |
|
1f. |
| Election of Director: Daniel J. Hirsch |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Diana M. Laing |
| Management |
| Against |
| Against |
|
1h. |
| Election of Director: Thomas E. O’Hern |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Steven L. Soboroff |
| Management |
| Against |
| Against |
|
1j. |
| Election of Director: Andrea M. Stephen |
| Management |
| Against |
| Against |
|
2. |
| Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve our named executive officer compensation as described in our Proxy Statement. |
| Management |
| Against |
| Against |
|
NXP SEMICONDUCTORS NV.
Security | N6596X109 | Meeting Type | Annual |
Ticker Symbol | NXPI | Meeting Date | 22-Jun-2018 |
ISIN | NL0009538784 | Agenda | 934843079 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
2-C |
| Adoption of the 2017 statutory annual accounts |
| Management |
| For |
| For |
|
2-D |
| Granting discharge to the executive member and non- executive members of the Board of Directors for their responsibilities in the financial year 2017 |
| Management |
| For |
| For |
|
3-A |
| Proposal to re-appoint Mr. Richard L. Clemmer as executive director |
| Management |
| For |
| For |
|
3-B |
| Proposal to re-appoint Sir Peter Bonfield as non- executive director |
| Management |
| For |
| For |
|
3-C |
| Proposal to re-appoint Mr. Johannes P. Huth as non- executive director |
| Management |
| For |
| For |
|
3-D |
| Proposal to re-appoint Mr. Kenneth A. Goldman as non- executive director |
| Management |
| For |
| For |
|
3-E |
| Proposal to re-appoint Mr. Josef Kaeser as non-executive director |
| Management |
| For |
| For |
|
3-F |
| Proposal to re-appoint Mr. Eric Meurice as non-executive director |
| Management |
| For |
| For |
|
3-G |
| Proposal to re-appoint Mr. Peter Smitham as non- executive director |
| Management |
| For |
| For |
|
3-H |
| Proposal to re-appoint Ms. Julie Southern as non- executive director |
| Management |
| For |
| For |
|
3-I |
| Proposal to re-appoint Mr. Gregory Summe as non- executive director |
| Management |
| For |
| For |
|
4-A |
| Conditional appointment as per Closing of Mr. Steve Mollenkopf as executive director |
| Management |
| For |
| For |
|
4-B |
| Conditional appointment as per Closing of Mr. George S. Davis as non-executive director |
| Management |
| For |
| For |
|
4-C |
| Conditional appointment as per Closing of Mr. Donald J. Rosenberg as non-executive director |
| Management |
| For |
| For |
|
4-D |
| Conditional appointment as per Closing of Mr. Brian Modoff as non-executive director |
| Management |
| For |
| For |
|
4-E |
| Conditional appointment as per Closing of Mr. Rob ter Haar as non-executive director |
| Management |
| For |
| For |
|
4-F |
| Conditional appointment as per Closing of Prof. Dr. Steven Perrick as non-executive director |
| Management |
| For |
| For |
|
5-A |
| Authorization of the Board of Directors to issue shares or grant rights to acquire shares |
| Management |
| For |
| For |
|
5-B |
| Authorization of the Board of Directors to restrict or exclude pre-emption rights |
| Management |
| For |
| For |
|
6. |
| Authorization of the Board of Directors to repurchase shares in the Company’s capital |
| Management |
| For |
| For |
|
7. |
| Authorization to cancel ordinary shares in the Company’s capital |
| Management |
| For |
| For |
|
8. |
| Proposal to re-appoint KPMG Accountants N.V. as the Company’s external auditor for fiscal year 2018 |
| Management |
| For |
| For |
|
FOREST CITY REALTY TRUST, INC.
Security | 345605109 | Meeting Type | Annual |
Ticker Symbol | FCEA | Meeting Date | 26-Jun-2018 |
ISIN | US3456051099 | Agenda | 934832660 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Kenneth J. Bacon |
|
|
| For |
| For |
|
|
| 2 Z. Jamie Behar |
|
|
| For |
| For |
|
|
| 3 Michelle Felman |
|
|
| For |
| For |
|
|
| 4 Jerome J. Lande |
|
|
| For |
| For |
|
|
| 5 David J. LaRue |
|
|
| For |
| For |
|
|
| 6 Adam S. Metz |
|
|
| For |
| For |
|
|
| 7 Gavin T. Molinelli |
|
|
| For |
| For |
|
|
| 8 Marran H. Ogilvie |
|
|
| For |
| For |
|
|
| 9 Mark S. Ordan |
|
|
| For |
| For |
|
|
| 10 James A. Ratner |
|
|
| For |
| For |
|
|
| 11 William R. Roberts |
|
|
| For |
| For |
|
|
| 12 Robert A. Schriesheim |
|
|
| For |
| For |
|
2. |
| The approval (on an advisory, non-binding basis) of the compensation of the Company’s Named Executive Officers. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
TRAVELPORT WORLDWIDE LTD
Security | G9019D104 | Meeting Type | Annual |
Ticker Symbol | TVPT | Meeting Date | 27-Jun-2018 |
ISIN | BMG9019D1048 | Agenda | 934799454 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Douglas M. Steenland |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Gordon A. Wilson |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Elizabeth L. Buse |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Steven R. Chambers |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Michael J. Durham |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Scott E. Forbes |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Douglas A. Hacker |
| Management |
| For |
| For |
|
1h. |
| Election of Director: John B. Smith |
| Management |
| For |
| For |
|
2. |
| The appointment of Deloitte LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018 and authorization of the Audit Committee to determine the independent auditors’ remuneration. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of the compensation of the Company’s named executive officers. |
| Management |
| For |
| For |
|
ACORDA THERAPEUTICS, INC.
Security | 00484M106 | Meeting Type | Annual |
Ticker Symbol | ACOR | Meeting Date | 27-Jun-2018 |
ISIN | US00484M1062 | Agenda | 934816616 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Barry Greene |
|
|
| Withheld |
| Against |
|
|
| 2 Ian Smith |
|
|
| Withheld |
| Against |
|
|
| 3 Catherine Strader Ph.D. |
|
|
| Withheld |
| Against |
|
2. |
| To approve an amendment to the Acorda Therapeutics, Inc. 2015 Omnibus Incentive Compensation Plan to increase the number of shares authorized thereunder. |
| Management |
| Against |
| Against |
|
3. |
| To ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018. |
| Management |
| Against |
| Against |
|
4. |
| An advisory vote to approve named executive officer compensation. |
| Management |
| Against |
| Against |
|
THE WATER ISLAND CREDIT OPPORTUNITIES FUND (formerly, The Arbitrage Credit Opportunities Fund)
Investment Company Report
ENSCO PLC
Security | G3157S106 | Meeting Type | Special |
Ticker Symbol | ESV | Meeting Date | 05-Oct-2017 |
ISIN | GB00B4VLR192 | Agenda | 934671303 - Management |
|
|
|
| Proposed |
|
|
| For/Against |
|
Item |
| Proposal |
| by |
| Vote |
| Management |
|
1. |
| ENSCO MERGER CONSIDERATION PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE OF ENSCO CLASS A ORDINARY SHARES, TO SHAREHOLDERS OF ATWOOD OCEANICS, INC. (“ATWOOD”), PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 29, 2017, BY AND AMONG ENSCO, ECHO MERGER SUB LLC, A WHOLLY OWNED SUBSIDIARY OF ENSCO (“MERGER SUB”), AND ATWOOD, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, WHICH PROVIDES FOR, AMONG OTHER THINGS, THE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
2. |
| ENSCO GENERAL ALLOTMENT AUTHORITY INCREASE PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES OF ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED PURSUANT TO PARAGRAPH (A) OF RESOLUTION 11 PASSED AT THE ANNUAL GENERAL MEETING OF ENSCO SHAREHOLDERS HELD ON MAY 22, 2017 (THE “ENSCO 2017 ANNUAL GENERAL MEETING”) AND UNUSED AS OF THE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
3. |
| ENSCO GENERAL DISAPPLICATION OF PRE- EMPTIVE RIGHTS PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES FOR CASH ON A NON-PRE-EMPTIVE BASIS, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES IN ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED FOR CASH ON A NON-PRE-EMPTIVE BASIS PURSUANT TO RESOLUTION 12 PASSED AT THE ENSCO 2017 ANNUAL GENERAL MEETING AND UNUSED AS OF THE DATE OF THE PROXY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
4. |
| ENSCO SPECIFIED DISAPPLICATION OF PRE- EMPTIVE RIGHTS PROPOSAL: TO AUTHORIZE, IN ADDITION TO ALL SUBSISTING AUTHORITIES, THE ALLOTMENT AND ISSUANCE UP TO A NOMINAL AMOUNT OF ENSCO CLASS A ORDINARY SHARES FOR CASH ON A NON-PRE-EMPTIVE BASIS, WHICH, TOGETHER WITH THE NOMINAL AMOUNT OF SHARES IN ENSCO AUTHORIZED TO BE ALLOTTED AND ISSUED FOR CASH ON A NON-PRE-EMPTIVE BASIS PURSUANT TO RESOLUTION 13 PASSED AT THE ENSCO 2017 ANNUAL GENERAL MEETING AND UNUSED AS OF THE DATE OF THE PROXY ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| For |
| For |
|
THE ARBITRAGE TACTICAL EQUITY FUND
Investment Company Report
THE FINISH LINE, INC.
Security | 317923100 | Meeting Type | Annual |
Ticker Symbol | FINL | Meeting Date | 13-Jul-2017 |
ISIN | US3179231002 | Agenda | 934639103 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 GLENN S. LYON |
|
|
| For |
| For |
|
|
| 2 TORRENCE BOONE |
|
|
| For |
| For |
|
|
| 3 WILLIAM P. CARMICHAEL |
|
|
| For |
| For |
|
2. |
| TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY’S FISCAL YEAR ENDING MARCH 3, 2018. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
4. |
| TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE FREQUENCY OF THE SHAREHOLDER VOTE ON THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
DIGITALGLOBE, INC.
Security | 25389M877 | Meeting Type | Special |
Ticker Symbol | DGI | Meeting Date | 27-Jul-2017 |
ISIN | US25389M8771 | Agenda | 934653773 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 24, 2017, BY AND AMONG DIGITALGLOBE, INC., MACDONALD, DETTWILER AND ASSOCIATES LTD., SSL MDA HOLDINGS, INC., AND MERLIN MERGER SUB, INC. |
| Management |
| For |
| For |
|
2. |
| APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN SPECIFIED COMPENSATION THAT WILL OR MAY BE PAID BY DIGITALGLOBE, INC. TO ITS NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE MERGER. |
| Management |
| For |
| For |
|
3. |
| APPROVE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
MACDONALD, DETTWILER AND ASSOCIATES LTD.
Security | 554282103 | Meeting Type | Annual and Special Meeting |
Ticker Symbol | MDDWF | Meeting Date | 27-Jul-2017 |
ISIN | CA5542821031 | Agenda | 934655296 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
01 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 ROBERT L. PHILLIPS |
|
|
| For |
| For |
|
|
| 2 HOWARD L. LANCE |
|
|
| For |
| For |
|
|
| 3 BRIAN G. KENNING |
|
|
| For |
| For |
|
|
| 4 DENNIS H. CHOOKASZIAN |
|
|
| For |
| For |
|
|
| 5 ERIC J. ZAHLER |
|
|
| For |
| For |
|
|
| 6 LORI B. GARVER |
|
|
| For |
| For |
|
|
| 7 JOANNE O. ISHAM |
|
|
| For |
| For |
|
|
| 8 C. ROBERT KEHLER |
|
|
| For |
| For |
|
02 |
| APPOINTMENT OF KPMG LLP AS AUDITORS OF MACDONALD, DETTWILER AND ASSOCIATES LTD. (“MDA”) FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS OF MDA TO FIX THEIR REMUNERATION. |
| Management |
| For |
| For |
|
03 |
| ACCEPT THE NON-BINDING ADVISORY RESOLUTION ON MDA’S APPROACH TO EXECUTIVE COMPENSATION, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR DATED JUNE 21, 2017 (THE “MANAGEMENT PROXY CIRCULAR”). |
| Management |
| For |
| For |
|
04 |
| ACCEPT THE RESOLUTION ON APPROVAL OF THE 2017 LONG-TERM INCENTIVE PLAN OF MDA AND THE RESERVATION OF COMMON SHARES FOR ISSUE THEREUNDER, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
05 |
| ACCEPT THE RESOLUTION ON APPROVAL OF THE OMNIBUS EQUITY INCENTIVE PLAN OF MDA AND THE RESERVATION OF COMMON SHARES FOR ISSUE THEREUNDER, AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
06 |
| ACCEPT THE ORDINARY RESOLUTION ON THE APPROVAL OF THE ISSUE OF COMMON SHARES PURSUANT TO THE MERGER AGREEMENT (AS DEFINED IN THE MANAGEMENT PROXY CIRCULAR), AS DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. |
| Management |
| For |
| For |
|
7A |
| ELECTION OF DIGITALGLOBE DESIGNEES AS DIRECTORS HOWELL M. ESTES III |
| Management |
| For |
| For |
|
7B |
| L. ROGER MASON, JR. |
| Management |
| For |
| For |
|
7C |
| NICK S. CYPRUS |
| Management |
| For |
| For |
|
EASTERLY ACQUISITION CORP.
Security | 27616L102 | Meeting Type | Annual |
Ticker Symbol | EACQ | Meeting Date | 01-Aug-2017 |
ISIN | US27616L1026 | Agenda | 934660348 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| APPROVAL OF AN AMENDMENT TO THE COMPANY’S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EXTEND THE DATE BY WHICH THE COMPANY HAS TO CONSUMMATE A BUSINESS COMBINATION (THE “EXTENSION”) FOR AN ADDITIONAL 185 DAYS, FROM AUGUST 4, 2017 TO FEBRUARY 5, 2018, CHANGE THE TERM OF OFFICE OF OUR DIRECTORS FROM TWO YEARS TO ONE YEAR AND CHANGE THE PROVISION WITH RESPECT TO REMOVAL OF DIRECTORS. |
| Management |
| For |
| For |
|
1A. |
| INTENTION TO EXERCISE REDEMPTION RIGHTS. IF YOU INTEND TO EXERCISE YOUR REDEMPTION RIGHTS, PLEASE CHECK THIS “FOR” BOX. CHECKING THIS BOX, HOWEVER, IS NOT SUFFICIENT TO EXERCISE YOUR REDEMPTION RIGHTS. YOU MUST COMPLY WITH THE PROCEDURES SET FORTH IN THE PROXY STATEMENT UNDER THE HEADING “ANNUAL MEETING OF EASTERLY STOCKHOLDERS - REDEMPTION RIGHTS.” MARK “FOR” = YES OR “AGAINST” = NO |
| Management |
| Against |
|
|
|
2. |
| APPROVAL OF AN AMENDMENT TO THE COMPANY’S EXISTING AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT TO MAKE CHANGES NECESSARY TO REFLECT THE EXTENSION. |
| Management |
| For |
| For |
|
3A. |
| ELECTION OF DIRECTOR: DARRELL W. CRATE ABSTAIN = WITHHOLD |
| Management |
| For |
| For |
|
3B. |
| ELECTION OF DIRECTOR: AVSHALOM KALICHSTEIN ABSTAIN = WITHHOLD |
| Management |
| For |
| For |
|
3C. |
| ELECTION OF DIRECTOR: JAMES HAUSLEIN ABSTAIN = WITHHOLD |
| Management |
| For |
| For |
|
3D. |
| ELECTION OF DIRECTOR: DAVID KNOWLTON ABSTAIN = WITHHOLD |
| Management |
| For |
| For |
|
3E. |
| ELECTION OF DIRECTOR: THOMAS PURCELL ABSTAIN = WITHHOLD |
| Management |
| For |
| For |
|
4. |
| APPROVAL OF AN AMENDMENT TO ALLOW THE COMPANY’S BOARD OF DIRECTORS TO ADJOURN THE ANNUAL MEETING TO A LATER DATE OR DATES TO PERMIT FURTHER SOLICITATION OF PROXIES. THIS PROPOSAL WILL ONLY BE PRESENTED TO THE COMPANY’S STOCKHOLDERS IN THE EVENT, BASED ON THE TABULATED VOTES, THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE ANNUAL MEETING TO APPROVE PROPOSALS 1 AND 2. |
| Management |
| For |
| For |
|
CA, INC.
Security | 12673P105 | Meeting Type | Annual |
Ticker Symbol | CA | Meeting Date | 09-Aug-2017 |
ISIN | US12673P1057 | Agenda | 934653052 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| ELECTION OF DIRECTOR: JENS ALDER |
| Management |
| For |
| For |
|
1B. |
| ELECTION OF DIRECTOR: RAYMOND J. BROMARK |
| Management |
| For |
| For |
|
1C. |
| ELECTION OF DIRECTOR: MICHAEL P. GREGOIRE |
| Management |
| For |
| For |
|
1D. |
| ELECTION OF DIRECTOR: ROHIT KAPOOR |
| Management |
| For |
| For |
|
1E. |
| ELECTION OF DIRECTOR: JEFFREY G. KATZ |
| Management |
| For |
| For |
|
1F. |
| ELECTION OF DIRECTOR: KAY KOPLOVITZ |
| Management |
| For |
| For |
|
1G. |
| ELECTION OF DIRECTOR: CHRISTOPHER B. LOFGREN |
| Management |
| For |
| For |
|
1H. |
| ELECTION OF DIRECTOR: RICHARD SULPIZIO |
| Management |
| For |
| For |
|
1I. |
| ELECTION OF DIRECTOR: LAURA S. UNGER |
| Management |
| For |
| For |
|
1J. |
| ELECTION OF DIRECTOR: ARTHUR F. WEINBACH |
| Management |
| For |
| For |
|
1K. |
| ELECTION OF DIRECTOR: RENATO (RON) ZAMBONINI |
| Management |
| For |
| For |
|
2. |
| TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MARCH 31, 2018. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
4. |
| TO VOTE, ON AN ADVISORY BASIS, ON THE FREQUENCY OF FUTURE VOTES TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
5. |
| TO APPROVE AN AMENDMENT TO INCREASE THE NUMBER OF AUTHORIZED SHARES ISSUABLE UNDER THE CA, INC. 2012 COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS. |
| Management |
| For |
| For |
|
CELESIO AG, STUTTGART
Security | D1497R112 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 10-Aug-2017 |
ISIN | DE000CLS1001 | Agenda | 708348075 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE SECURITIES-TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN-COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH-REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE-RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE- REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL. |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE. |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN- CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE- NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS- USUAL. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 26.07.2017. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE. |
| Non-Voting |
|
|
|
|
|
1 |
| PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR THE 2017-FINANCIAL YEAR WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP FINANCIAL-STATEMENTS AND GROUP ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
2 |
| RATIFICATION OF THE ACTS OF THE BOARD OF MDS |
| Management |
| For |
| For |
|
3 |
| RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
4 |
| APPOINTMENT OF AUDITORS A) THE FOLLOWING ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS AND GROUP AUDITORS FOR THE 2018 FINANCIAL YEAR AND FOR THE REVIEW OF ANY INTERIM FINANCIAL REPORTS FOR THE 2018 FINANCIAL YEAR: DELOITTE GMBH, STUTTGART B) THE FOLLOWING ACCOUNTS SHALL BE APPOINTED AS AUDITORS FOR THE REVIEW OF ANY INTERIM FINANCIAL REPORTS FOR THE 2019 FINANCIAL YEAR UNTIL THE AGM OF THAT YEAR: DELOITTE GMBH, STUTTGART |
| Management |
| For |
| For |
|
5.1 |
| ELECTION TO THE SUPERVISORY BOARD: W. M. HENNING REHDER |
| Management |
| For |
| For |
|
5.2 |
| ELECTION TO THE SUPERVISORY BOARD: PAULINE LINDWALL |
| Management |
| For |
| For |
|
6 |
| RESOLUTION ON THE CHANGE OF THE COMPANY’S NAME AND THE CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION THE COMPANY’S NAME IS MCKESSON EUROPE AG |
| Management |
| For |
| For |
|
STADA ARZNEIMITTEL AKTIENGESELLSCHAFT
Security | D7T913145 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE000A2GS5A4 | Agenda | 708433519 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER- RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END- INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE- INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3% OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN- CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE- NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS- USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE- ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD- PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF- APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
STADA ARZNEIMITTEL AG, BAD VILBEL
Security | D76226113 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 30-Aug-2017 |
ISIN | DE0007251803 | Agenda | 708433521 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE GERMAN-SECURITIES TRADING ACT ON 9TH JULY 2015 AND THE OVER- RULING OF THE DISTRICT-COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW-CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW-THE RESPONSIBILITY OF THE END- INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE- INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN- CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE- NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS- USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER MOTIONS AND NOMINATIONS MAY BE SUBMITTED BY SHAREHOLDERS UNTIL-15.08.2017 (24 HOURS CEST). FURTHER INFORMATION ON COUNTER MOTIONS AND-NOMINATIONS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER TO-THE URL FOR SHAREHOLDER INFORMATION IN THE INVITATION). COUNTER MOTIONS AND-NOMINATIONS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. IF YOU WISH TO-ACT ON ANY COUNTER MOTION OR NOMINATION, YOU WILL NEED TO REQUEST A MEETING-ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY’S MEETING; VIA THE- ELECTRONIC INTERNET FORM PROVIDED AT WWW.STADA.COM/AGM2017 (PASSWORD- PROTECTED) OR VIA A PROXY HOLDER GIVING RESPECTIVE VOTING INSTRUCTIONS (IF- APPLICABLE). |
| Non-Voting |
|
|
|
|
|
1 |
| SUBMISSION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF STADA ARZNEIMITTEL-AG AND THE CONSOLIDATED FINANCIAL STATEMENTS AS AT DECEMBER 31, 2016, THE-MANAGEMENT REPORT OF STADA ARZNEIMITTEL AG AND THE CONSOLIDATED MANAGEMENT-REPORT, THE EXPLANATORY REPORT OF THE EXECUTIVE BOARD REGARDING THE-STATEMENTS PURSUANT TO SECTION 289, PARA. 4 AND SECTION 315, PARA. 4 OF THE-GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS THE REPORT OF THE-SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Non-Voting |
|
|
|
|
|
2 |
| RESOLUTION ON THE APPROPRIATION OF THE BALANCE SHEET PROFITS: DIVIDEND DISTRIBUTION OF EUR 0.72 PER SHARE |
| Management |
|
|
|
|
|
3 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE EXECUTIVE BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
4 |
| RESOLUTION FORMALLY APPROVING THE ACTIVITIES OF THE MEMBERS OF THE SUPERVISORY BOARD FOR FINANCIAL YEAR 2016 |
| Management |
|
|
|
|
|
5 |
| RESOLUTION ON THE ELECTION OF THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017: THE SUPERVISORY BOARD PROPOSES THAT PRICEWATERHOUSECOOPERS GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, FRANKFURT AM MAIN, BE APPOINTED AS THE AUDITOR AND GROUP AUDITOR FOR FINANCIAL YEAR 2017 |
| Management |
|
|
|
|
|
6 |
| RESOLUTION ON THE APPROVAL OF THE SYSTEM FOR THE REMUNERATION OF MEMBERS OF THE EXECUTIVE BOARD |
| Management |
|
|
|
|
|
7 |
| WITH REGARD TO ANY MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT TO BE MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM |
| Management |
|
|
|
|
|
METLIFE, INC.
Security | 59156R108 | Meeting Type | Special |
Ticker Symbol | MET | Meeting Date | 19-Oct-2017 |
ISIN | US59156R1086 | Agenda | 934679602 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| AMEND THE PREFERRED STOCK DIVIDEND PAYMENT TESTS IN THE COMPANY’S CERTIFICATE OF INCORPORATION. |
| Management |
| For |
| For |
|
2. |
| ADJOURN THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES. |
| Management |
| For |
| For |
|
ALTABA INC.
Security | 021346101 | Meeting Type | Annual |
Ticker Symbol | AABA | Meeting Date | 24-Oct-2017 |
ISIN | US0213461017 | Agenda | 934677874 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| ELECTION OF DIRECTOR: TOR R. BRAHAM |
| Management |
| For |
| For |
|
1.2 |
| ELECTION OF DIRECTOR: ERIC K. BRANDT |
| Management |
| For |
| For |
|
1.3 |
| ELECTION OF DIRECTOR: CATHERINE J. FRIEDMAN |
| Management |
| For |
| For |
|
1.4 |
| ELECTION OF DIRECTOR: RICHARD L. KAUFFMAN |
| Management |
| For |
| For |
|
1.5 |
| ELECTION OF DIRECTOR: THOMAS J. MCINERNEY |
| Management |
| For |
| For |
|
2. |
| TO APPROVE A NEW INVESTMENT ADVISORY AGREEMENT BETWEEN THE FUND AND BLACKROCK ADVISORS LLC. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE A NEW INVESTMENT ADVISORY AGREEMENT BETWEEN THE FUND AND MORGAN STANLEY SMITH BARNEY LLC. |
| Management |
| For |
| For |
|
4. |
| TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE FUND’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. |
| Management |
| For |
| For |
|
5. |
| TO APPROVE A LONG-TERM DEFERRED COMPENSATION INCENTIVE PLAN FOR THE FUND’S MANAGEMENT AND DIRECTORS. |
| Management |
| For |
| For |
|
6. |
| TO VOTE UPON A STOCKHOLDER PROPOSAL REGARDING STOCKHOLDER ACTION BY WRITTEN CONSENT. |
| Shareholder |
| Against |
| For |
|
7. |
| TO VOTE UPON A STOCKHOLDER PROPOSAL REGARDING THE YAHOO HUMAN RIGHTS FUND. |
| Shareholder |
| Against |
| For |
|
KABEL DEUTSCHLAND HOLDING AG
Security | D6424C104 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 15-Nov-2017 |
ISIN | DE000KD88880 | Agenda | 708592060 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 25 OCT 17 , WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY.-THIS IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH-THE GERMAN LAW. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 31.10.2017. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE. |
| Non-Voting |
|
|
|
|
|
1. |
| PRESENTATION OF THE FINANCIAL STATEMENTS AND THE ANNUAL REPORTS FOR THE-2016/2017 FINANCIAL YEAR WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP-FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
2. |
| RATIFICATION OF THE ACTS OF THE BOARD OF MDS |
| Management |
| For |
| For |
|
3. |
| RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
4. |
| APPOINTMENT OF AUDITORS THE FOLLOWING ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS AND GROUP AUDITORS FOR THE 2017/2018 FINANCIAL YEAR: PRICEWATERHOUSECOOPERS GMBH, MUNICH |
| Management |
| For |
| For |
|
5. |
| AMENDMENT TO SECTION 19 OF THE ARTICLES OF ASSOCIATION THE BOARD OF MDS SHALL BE OBLIGED TO COMPILE THE FINANCIAL STATEMENTS AND, IF LEGALLY REQUIRED, THE GROUP FINANCIAL STATEMENTS, GROUP ANNUAL REPORT AND ANNUAL REPORT OF THE PREVIOUS FINANCIAL YEAR WITHIN THE STATUTORY PERIOD AND TO SUBMIT THE DOCUMENTS TOGETHER WITH THE PROPOSAL ON THE APPROPRIATION OF THE DISTRIBUTABLE PROFIT TO THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
ORACLE CORPORATION
Security | 68389X105 | Meeting Type | Annual |
Ticker Symbol | ORCL | Meeting Date | 15-Nov-2017 |
ISIN | US68389X1054 | Agenda | 934681671 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 JEFFREY S. BERG |
|
|
| For |
| For |
|
|
| 2 MICHAEL J. BOSKIN |
|
|
| For |
| For |
|
|
| 3 SAFRA A. CATZ |
|
|
| For |
| For |
|
|
| 4 BRUCE R. CHIZEN |
|
|
| For |
| For |
|
|
| 5 GEORGE H. CONRADES |
|
|
| For |
| For |
|
|
| 6 LAWRENCE J. ELLISON |
|
|
| For |
| For |
|
|
| 7 HECTOR GARCIA-MOLINA |
|
|
| For |
| For |
|
|
| 8 JEFFREY O. HENLEY |
|
|
| For |
| For |
|
|
| 9 MARK V. HURD |
|
|
| For |
| For |
|
|
| 10 RENEE J. JAMES |
|
|
| For |
| For |
|
|
| 11 LEON E. PANETTA |
|
|
| For |
| For |
|
|
| 12 NAOMI O. SELIGMAN |
|
|
| For |
| For |
|
2. |
| ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPENSATION OF NAMED EXECUTIVE OFFICERS. |
| Management |
| 1 Year |
| For |
|
4. |
| APPROVAL OF THE ORACLE CORPORATION AMENDED AND RESTATED 2000 LONG-TERM EQUITY INCENTIVE PLAN. |
| Management |
| For |
| For |
|
5. |
| RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2018. |
| Management |
| For |
| For |
|
6. |
| STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS REPORT. |
| Shareholder |
| Against |
| For |
|
7. |
| STOCKHOLDER PROPOSAL REGARDING PAY EQUITY REPORT. |
| Shareholder |
| Against |
| For |
|
8. |
| STOCKHOLDER PROPOSAL REGARDING PROXY ACCESS REFORM. |
| Shareholder |
| Against |
| For |
|
THE ADVISORY BOARD COMPANY
Security | 00762W107 | Meeting Type | Special |
Ticker Symbol | ABCO | Meeting Date | 15-Nov-2017 |
ISIN | US00762W1071 | Agenda | 934689792 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPTION OF THE MERGER AGREEMENT. THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 28, 2017 (AS IT MAY BE AMENDED FROM TIME TO TIME), WHICH WE REFER TO AS THE MERGER AGREEMENT, BY AND AMONG ABCO, OPTUMINSIGHT, INC., A DELAWARE CORPORATION, AND APOLLO MERGER SUB, INC., A DELAWARE CORPORATION. |
| Management |
| For |
| For |
|
2. |
| ADJOURNMENT OF THE SPECIAL MEETING. THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES IN FAVOR OF APPROVING THE MERGER PROPOSAL AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE REGARDING MERGER-RELATED NAMED EXECUTIVE OFFICER COMPENSATION. THE PROPOSAL TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN COMPENSATION THAT WILL OR MAY BECOME PAYABLE BY ABCO TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. |
| Management |
| For |
| For |
|
SCRIPPS NETWORKS INTERACTIVE, INC.
Security | 811065101 | Meeting Type | Special |
Ticker Symbol | SNI | Meeting Date | 17-Nov-2017 |
ISIN | US8110651010 | Agenda | 934693412 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 30, 2017, AS MAY BE AMENDED, AMONG SCRIPPS NETWORKS INTERACTIVE, INC., AN OHIO CORPORATION (“SCRIPPS”), DISCOVERY COMMUNICATIONS, INC., A DELAWARE CORPORATION (“DISCOVERY”) AND SKYLIGHT MERGER SUB, INC., AN OHIO CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (“MERGER SUB”), PURSUANT TO WHICH MERGER SUB WILL BE MERGED WITH AND INTO SCRIPPS, WITH SCRIPPS SURVIVING AS A WHOLLY OWNED SUBSIDIARY OF DISCOVERY (THE “MERGER”). |
| Management |
| For |
| For |
|
2. |
| APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, CERTAIN COMPENSATION THAT WILL OR MAY BE PAID BY SCRIPPS TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER. |
| Management |
| For |
| For |
|
3. |
| APPROVE THE ADJOURNMENT OF THE SCRIPPS SPECIAL MEETING IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE ITEM 1 AT THE TIME OF THE SCRIPPS SPECIAL MEETING OR IF A QUORUM IS NOT PRESENT AT THE SCRIPPS SPECIAL MEETING. |
| Management |
| For |
| For |
|
CALPINE CORPORATION
Security | 131347304 | Meeting Type | Special |
Ticker Symbol | CPN | Meeting Date | 15-Dec-2017 |
ISIN | US1313473043 | Agenda | 934704873 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 17, 2017, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG CALPINE CORPORATION, VOLT PARENT, LP AND VOLT MERGER SUB, INC. |
| Management |
| For |
| For |
|
2 |
| TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR ADVISABLE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER. |
| Management |
| For |
| For |
|
3 |
| TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, THE “GOLDEN PARACHUTE” COMPENSATION THAT MAY BE PAYABLE TO CALPINE CORPORATION’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CONSUMMATION OF THE MERGER. |
| Management |
| For |
| For |
|
GIGAMON INC.
Security | 37518B102 | Meeting Type | Special |
Ticker Symbol | GIMO | Meeting Date | 22-Dec-2017 |
ISIN | US37518B1026 | Agenda | 934707184 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER (AS IT MAY BE AMENDED FROM TIME TO TIME, THE “MERGER AGREEMENT”), DATED OCTOBER 26, 2017, BY AND AMONG GIGAMON INC., A DELAWARE CORPORATION (“GIGAMON”), GINSBERG HOLDCO, INC., A DELAWARE CORPORATION, AND GINSBERG MERGER SUB, INC., A DELAWARE ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). |
| Management |
| Against |
| Against |
|
2. |
| TO APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING. |
| Management |
| For |
| For |
|
3. |
| TO APPROVE, BY NON-BINDING, ADVISORY VOTE, VARIOUS COMPENSATION THAT WILL OR MAY BECOME PAYABLE TO GIGAMON’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER (AS SUCH TERM IS DEFINED IN THE MERGER AGREEMENT), AS DESCRIBED IN THE PROXY STATEMENT. |
| Management |
| Against |
| Against |
|
MONSANTO COMPANY
Security | 61166W101 | Meeting Type | Annual |
Ticker Symbol | MON | Meeting Date | 31-Jan-2018 |
ISIN | US61166W1018 | Agenda | 934714848 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Dwight M. “Mitch” Barns |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Gregory H. Boyce |
| Management |
| For |
| For |
|
1C. |
| Election of Director: David L. Chicoine, Ph.D. |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Janice L. Fields |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Hugh Grant |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Laura K. Ipsen |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Marcos M. Lutz |
| Management |
| For |
| For |
|
1H. |
| Election of Director: C. Steven McMillan |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Jon R. Moeller |
| Management |
| For |
| For |
|
1J. |
| Election of Director: George H. Poste, Ph.D., D.V.M. |
| Management |
| For |
| For |
|
1K. |
| Election of Director: Robert J. Stevens |
| Management |
| For |
| For |
|
1L. |
| Election of Director: Patricia Verduin, Ph.D. |
| Management |
| For |
| For |
|
2. |
| Ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory (Non-Binding) vote to approve executive compensation. |
| Management |
| For |
| For |
|
4. |
| Shareowner proposal: Bylaw amendment to create Board Human Rights Committee. |
| Shareholder |
| Against |
| For |
|
STRAIGHT PATH COMMUNICATIONS, INC
Security | 862578101 | Meeting Type | Annual |
Ticker Symbol | STRP | Meeting Date | 06-Feb-2018 |
ISIN | US8625781013 | Agenda | 934714329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: Davidi Jonas |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: K. Chris Todd |
| Management |
| For |
| For |
|
1.3 |
| Election of Director: William F. Weld |
| Management |
| For |
| For |
|
1.4 |
| Election of Director: Fred S. Zeidman |
| Management |
| For |
| For |
|
JACK IN THE BOX INC.
Security | 466367109 | Meeting Type | Annual |
Ticker Symbol | JACK | Meeting Date | 27-Feb-2018 |
ISIN | US4663671091 | Agenda | 934723493 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Leonard A. Comma |
| Management |
| For |
| For |
|
1B. |
| Election of Director: David L. Goebel |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Sharon P. John |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Madeleine A. Kleiner |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Michael W. Murphy |
| Management |
| For |
| For |
|
1F. |
| Election of Director: James M. Myers |
| Management |
| For |
| For |
|
1G. |
| Election of Director: David M. Tehle |
| Management |
| For |
| For |
|
1H. |
| Election of Director: John T. Wyatt |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Vivien M. Yeung |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of KPMG LLP as independent registered public accountants. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of executive compensation. |
| Management |
| For |
| For |
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Special |
Ticker Symbol | AET | Meeting Date | 13-Mar-2018 |
ISIN | US00817Y1082 | Agenda | 934728227 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve and adopt the Agreement and Plan of Merger, dated as of December 3, 2017, as it may be amended from time to time, among CVS Health Corporation, Hudson Merger Sub Corp. and Aetna Inc. (the “merger agreement”). |
| Management |
| For |
| For |
|
2. |
| To approve the adjournment from time to time of the Special Meeting of Shareholders of Aetna Inc. if necessary to solicit additional proxies if there are not sufficient votes to approve and adopt the merger agreement at the time of the Special Meeting of Shareholders of Aetna Inc. or any adjournment or postponement thereof. |
| Management |
| For |
| For |
|
3. |
| To approve, on an advisory (non-binding) basis, the compensation that will or may be paid or provided by Aetna Inc. to its named executive officers in connection with the merger of Hudson Merger Sub Corp. with and into Aetna Inc. |
| Management |
| For |
| For |
|
NKT A/S
Security | K7037A107 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 22-Mar-2018 |
ISIN | DK0010287663 | Agenda | 708998541 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH THE REGISTRAR WHO WILL-FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO-REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A-BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT-VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE-REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE-MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR-AN ADDED FEE IF REQUESTED. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT AUTHORISED FOR A-BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN-FOR FURTHER INFORMATION. |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| REPORT BY THE BOARD OF DIRECTORS |
| Non-Voting |
|
|
|
|
|
2 |
| PRESENTATION OF THE AUDITED ANNUAL REPORT |
| Non-Voting |
|
|
|
|
|
3 |
| ADOPTION OF THE AUDITED ANNUAL REPORT |
| Management |
|
|
|
|
|
4 |
| PROPOSAL BY THE BOARD OF DIRECTORS FOR THE DISTRIBUTION OF PROFITS |
| Management |
|
|
|
|
|
5 |
| RESOLUTION REGARDING DISCHARGE OF THE MANAGEMENT AND BOARD OF DIRECTORS FROM THEIR LIABILITIES |
| Management |
|
|
|
|
|
6 |
| REMUNERATION OF THE BOARD OF DIRECTORS |
| Management |
|
|
|
|
|
7.A |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JENS DUE OLSEN |
| Management |
|
|
|
|
|
7.B |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF RENE SVENDSEN-TUNE |
| Management |
|
|
|
|
|
7.C |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JENS MAALOE |
| Management |
|
|
|
|
|
7.D |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF JUTTA AF ROSENBORG |
| Management |
|
|
|
|
|
7.E |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF LARS SANDAHL SORENSEN |
| Management |
|
|
|
|
|
7.F |
| ELECTION OF MEMBER TO THE BOARD OF DIRECTORS OF NKT A/S: RE-ELECTION OF ANDREAS NAUEN |
| Management |
|
|
|
|
|
8 |
| ELECTION OF ONE OR MORE PUBLIC ACCOUNTANTS: RE-ELECTION OF DELOITTE STATSAUTORISERET REVISIONSPARTNERSELSKAB |
| Management |
|
|
|
|
|
9.1.1 |
| AMENDMENTS OF THE ARTICLES OF ASSOCIATION OF NKT A/S: AMENDMENT OF ARTICLE 3B I AS THE ARTICLE IS EXHAUSTED |
| Management |
|
|
|
|
|
9.1.2 |
| AMENDMENTS OF THE ARTICLES OF ASSOCIATION OF NKT A/S: AMENDMENT OF ARTICLE 3B II AS THE ARTICLE IS EXHAUSTED |
| Management |
|
|
|
|
|
9.2 |
| ADOPTION OF NKT A/S REMUNERATION POLICY FOR THE BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT |
| Management |
|
|
|
|
|
10 |
| ANY OTHER PROPOSALS |
| Non-Voting |
|
|
|
|
|
CMMT |
| PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘ABSTAIN’-ONLY FOR RESOLUTION NUMBERS “7.A TO 7.F” AND “8”. THANK YOU. |
| Non-Voting |
|
|
|
|
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934718632 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 Raul J. Fernandez |
|
|
| Withheld |
| Against |
|
|
| 3 Michael S. Geltzeiler |
|
|
| Withheld |
| Against |
|
|
| 4 Stephen J. Girsky |
|
|
| Withheld |
| Against |
|
|
| 5 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 6 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 7 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 8 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 9 Gregorio Reyes |
|
|
| Withheld |
| Against |
|
|
| 10 Thomas S. Volpe |
|
|
| Withheld |
| Against |
|
|
| 11 Harry L. You |
|
|
| Withheld |
| Against |
|
2. |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3. |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4. |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5. |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6. |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7. |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8. |
| To approve an amendment to the certificate of incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934719329 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Barbara T. Alexander |
|
|
|
|
|
|
|
|
| 2 Jeffrey W. Henderson |
|
|
|
|
|
|
|
|
| 3 Thomas W. Horton |
|
|
|
|
|
|
|
|
| 4 Paul E. Jacobs |
|
|
|
|
|
|
|
|
| 5 Ann M. Livermore |
|
|
|
|
|
|
|
|
| 6 Harish Manwani |
|
|
|
|
|
|
|
|
| 7 Mark D. McLaughlin |
|
|
|
|
|
|
|
|
| 8 Steve Mollenkopf |
|
|
|
|
|
|
|
|
| 9 Clark T. Randt, Jr. |
|
|
|
|
|
|
|
|
| 10 Francisco Ros |
|
|
|
|
|
|
|
|
| 11 Anthony J. Vinciquerra |
|
|
|
|
|
|
|
2 |
| To ratify the selection of PricewaterhouseCoopers LLP as our independent public accountants. |
| Management |
|
|
|
|
|
3 |
| To approve, on an advisory basis, our executive compensation. |
| Management |
|
|
|
|
|
4 |
| To approve an amendment to the Amended and Restated QUALCOMM Incorporated 2001 Employee Stock Purchase Plan, as amended, to increase the share reserve by 30,000,000 shares. |
| Management |
|
|
|
|
|
5 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate certain supermajority voting provisions relating to removal of directors. |
| Management |
|
|
|
|
|
6 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate certain supermajority voting provisions relating to amendments and obsolete provisions. |
| Management |
|
|
|
|
|
7 |
| To approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
|
|
|
|
|
8 |
| To vote on a stockholder proposal to undo amendments to the Company’s Amended and Restated Bylaws adopted without stockholder approval. |
| Shareholder |
|
|
|
|
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934719331 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 Raul J. Fernandez |
|
|
| Withheld |
| Against |
|
|
| 3 Michael S. Geltzeiler |
|
|
| Withheld |
| Against |
|
|
| 4 Stephen J. Girsky |
|
|
| Withheld |
| Against |
|
|
| 5 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 6 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 7 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 8 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 9 Gregorio Reyes |
|
|
| Withheld |
| Against |
|
|
| 10 Thomas S. Volpe |
|
|
| Withheld |
| Against |
|
|
| 11 Harry L. You |
|
|
| Withheld |
| Against |
|
2 |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3 |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4 |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5 |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6 |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7 |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8 |
| To approve an amendment to the certificate of incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
QUALCOMM INCORPORATED
Security | 747525103 | Meeting Type | Contested-Annual |
Ticker Symbol | QCOM | Meeting Date | 23-Mar-2018 |
ISIN | US7475251036 | Agenda | 934728188 - Opposition |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Samih Elhage |
|
|
| Withheld |
| Against |
|
|
| 2 David G. Golden |
|
|
| Withheld |
| Against |
|
|
| 3 Veronica M. Hagen |
|
|
| Withheld |
| Against |
|
|
| 4 Julie A. Hill |
|
|
| Withheld |
| Against |
|
|
| 5 John H. Kispert |
|
|
| Withheld |
| Against |
|
|
| 6 Harry L. You |
|
|
| Withheld |
| Against |
|
2 |
| To approve Broadcom’s proposal to amend Qualcomm’s Bylaws to undo any amendment to the Bylaws adopted without stockholder approval up to and including the date of the Annual Meeting that changes the Bylaws in any way from the version that was publicly filed with the Securities and Exchange Commission on July 15, 2016. |
| Management |
| Against |
| Against |
|
3 |
| To ratify the selection of PricewaterhouseCoopers LLP as Qualcomm’s independent public accountants for the fiscal year ending September 30, 2018 |
| Management |
| Against |
| Against |
|
4 |
| To approve, on a advisory basis, compensation paid to Qualcomm’s named executive officers. |
| Management |
| For |
|
|
|
5 |
| To approve an amendment to Qualcomm’s 2001 Employee Stock Purchase Plan. |
| Management |
| For |
|
|
|
6 |
| To approve an amendment to Qualcomm’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to eliminate certain supermajority provisions relating to removal of directors |
| Management |
| Against |
| Against |
|
7 |
| To approve an amendment to the Certificate of Incorporation to eliminate certain Supermajority provisions relating to amendments and obsolete provisions. |
| Management |
| Against |
| Against |
|
8 |
| To approve an amendment to the Certificate of Incorporation to eliminate provisions requiring a supermajority vote for certain transactions with interested stockholders. |
| Management |
| Against |
| Against |
|
BROADCOM LIMITED
Security | Y09827109 | Meeting Type | Special |
Ticker Symbol | AVGO | Meeting Date | 23-Mar-2018 |
ISIN | SG9999014823 | Agenda | 934741148 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To approve the scheme of arrangement under Singapore law among Broadcom, the shareholders of Broadcom and Broadcom Limited, a Delaware corporation, subject to approval of the High Court of the Republic of Singapore, as set forth in Broadcom’s notice of, and proxy statement relating to, its Special Meeting. |
| Management |
| Against |
| Against |
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
Security | 806857108 | Meeting Type | Annual |
Ticker Symbol | SLB | Meeting Date | 04-Apr-2018 |
ISIN | AN8068571086 | Agenda | 934735246 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Peter L.S. Currie |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Miguel M. Galuccio |
| Management |
| For |
| For |
|
1C. |
| Election of Director: V. Maureen Kempston Darkes |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Paal Kibsgaard |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Nikolay Kudryavtsev |
| Management |
| For |
| For |
|
1F. |
| Election of Director: Helge Lund |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Michael E. Marks |
| Management |
| For |
| For |
|
1H. |
| Election of Director: Indra K. Nooyi |
| Management |
| For |
| For |
|
1I. |
| Election of Director: Lubna S. Olayan |
| Management |
| For |
| For |
|
1J. |
| Election of Director: Leo Rafael Reif |
| Management |
| For |
| For |
|
1K. |
| Election of Director: Henri Seydoux |
| Management |
| For |
| For |
|
2. |
| To approve, on an advisory basis, the Company’s executive compensation. |
| Management |
| For |
| For |
|
3. |
| To report on the course of business during the year ended December 31, 2017; and approve our consolidated balance sheet as of December 31, 2017; our consolidated statement of income for the year ended December 31, 2017; and our Board of Directors’ declarations of dividends in 2017, as reflected in our 2017 Annual Report to Stockholders. |
| Management |
| For |
| For |
|
4. |
| To ratify the appointment of PricewaterhouseCoopers LLP as independent auditors for 2018. |
| Management |
| For |
| For |
|
5. |
| To approve amended and restated French Sub Plan for purposes of qualification under French Law. |
| Management |
| For |
| For |
|
J.B. HUNT TRANSPORT SERVICES, INC.
Security | 445658107 | Meeting Type | Annual |
Ticker Symbol | JBHT | Meeting Date | 19-Apr-2018 |
ISIN | US4456581077 | Agenda | 934738800 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Director: Douglas G. Duncan |
| Management |
| For |
| For |
|
1B. |
| Election of Director: Francesca M. Edwardson |
| Management |
| For |
| For |
|
1C. |
| Election of Director: Wayne Garrison |
| Management |
| For |
| For |
|
1D. |
| Election of Director: Sharilyn S. Gasaway |
| Management |
| For |
| For |
|
1E. |
| Election of Director: Gary C. George |
| Management |
| For |
| For |
|
1F. |
| Election of Director: J. Bryan Hunt, Jr. |
| Management |
| For |
| For |
|
1G. |
| Election of Director: Coleman H. Peterson |
| Management |
| For |
| For |
|
1H. |
| Election of Directors: John N. Roberts III |
| Management |
| For |
| For |
|
1I. |
| Election of Director: James L. Robo |
| Management |
| For |
| For |
|
1J. |
| Election of Director: Kirk Thompson |
| Management |
| For |
| For |
|
2. |
| To approve an advisory resolution regarding the Company’s compensation of its named executive officers. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of Ernst & Young LLP as the Company’s independent public accountants for calendar year 2018. |
| Management |
| For |
| For |
|
4. |
| To approve a stockholder proposal regarding reporting political contributions. |
| Shareholder |
| Against |
| For |
|
5. |
| To approve a stockholder proposal regarding greenhouse gas reduction targets. |
| Shareholder |
| Against |
| For |
|
SCHNEIDER NATIONAL, INC.
Security | 80689H102 | Meeting Type | Annual |
Ticker Symbol | SNDR | Meeting Date | 23-Apr-2018 |
ISIN | US80689H1023 | Agenda | 934735347 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mary P. DePrey |
|
|
| For |
| For |
|
|
| 2 Thomas A. Gannon |
|
|
| For |
| For |
|
|
| 3 James R. Giertz |
|
|
| For |
| For |
|
|
| 4 Adam P. Godfrey |
|
|
| For |
| For |
|
|
| 5 Robert W. Grubbs |
|
|
| For |
| For |
|
|
| 6 Norman E. Johnson |
|
|
| For |
| For |
|
|
| 7 Christopher B. Lofgren |
|
|
| For |
| For |
|
|
| 8 Daniel J. Sullivan |
|
|
| For |
| For |
|
|
| 9 Kathleen M. Zimmermann |
|
|
| For |
| For |
|
2. |
| To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| To approve, on an advisory basis, the compensation of our named executive officers. |
| Management |
| For |
| For |
|
4. |
| To vote, on an advisory basis, on the frequency of future votes to approve the compensation of our named executive officers. |
| Management |
| 1 Year |
| For |
|
ABLYNX NV, ZWIJNAARDE
Security | B0031S109 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 26-Apr-2018 |
ISIN | BE0003877942 | Agenda | 709129589 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED |
| Non-Voting |
|
|
|
|
|
CMMT |
| IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
1 |
| ACKNOWLEDGEMENT OF THE ANNUAL REPORT OF THE BOARD OF DIRECTORS WITH REGARD TO-THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| ACKNOWLEDGEMENT OF THE REPORT OF THE STATUTORY AUDITOR WITH REGARD TO THE-ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Non-Voting |
|
|
|
|
|
3 |
| PROPOSAL TO APPROVE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 AND ALLOCATION OF THE RESULTS |
| Management |
| For |
| For |
|
4 |
| PROPOSAL TO APPROVE THE REMUNERATION REPORT FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
5 |
| PROPOSAL TO GRANT DISCHARGE TO THE DIRECTORS FOR THE PERFORMANCE OF THEIR DUTIES DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
6 |
| PROPOSAL TO GRANT DISCHARGE TO THE STATUTORY AUDITOR FOR HIS PERFORMANCE FOR THE FINANCIAL YEAR AS OF 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
7 |
| PROPOSAL TO RATIFY THE REMUNERATION OF THE STATUTORY AUDITOR FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
8 |
| PROPOSAL TO APPROVE, IN ACCORDANCE WITH ARTICLE 556 OF THE BELGIAN COMPANIES CODE, CERTAIN CLAUSES OF THE COLLABORATION AGREEMENT WITH SANOFI, ANNOUNCED ON 20 JULY 2017 |
| Management |
| For |
| For |
|
9 |
| PROPOSAL TO GRANT A POWER OF ATTORNEY TO ANY DIRECTOR AND TO WIM OTTEVAERE AND ELS VANROOSE, TO DO WHATEVER NECESSARY OR USEFUL FOR THE ACCOMPLISHMENT OF ALL FORMALITIES |
| Management |
| For |
| For |
|
DANA INCORPORATED
Security | 235825205 | Meeting Type | Annual |
Ticker Symbol | DAN | Meeting Date | 26-Apr-2018 |
ISIN | US2358252052 | Agenda | 934746807 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Rachel A. Gonzalez |
|
|
| For |
| For |
|
|
| 2 James K. Kamsickas |
|
|
| For |
| For |
|
|
| 3 Virginia A. Kamsky |
|
|
| For |
| For |
|
|
| 4 Raymond E. Mabus, Jr. |
|
|
| For |
| For |
|
|
| 5 Michael J. Mack, Jr. |
|
|
| For |
| For |
|
|
| 6 R. Bruce McDonald |
|
|
| For |
| For |
|
|
| 7 Diarmuid B. O’Connell |
|
|
| For |
| For |
|
|
| 8 Keith E. Wandell |
|
|
| For |
| For |
|
2. |
| Approval of a non-binding advisory proposal approving executive compensation. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm. |
| Management |
| For |
| For |
|
4. |
| Approve amending the Second Restated Certificate of Incorporation to eliminate supermajority voting requirements. |
| Management |
| For |
| For |
|
5. |
| A shareholder proposal regarding special meetings. |
| Shareholder |
| Against |
| For |
|
WELBILT, INC.
Security | 949090104 | Meeting Type | Annual |
Ticker Symbol | WBT | Meeting Date | 27-Apr-2018 |
ISIN | US9490901041 | Agenda | 934738696 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Cynthia M. Egnotovich |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Dino J. Bianco |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Joan K. Chow |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Thomas D. Davis |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Janice L. Fields |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Brian R. Gamache |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Andrew Langham |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Hubertus M. Muehlhaeuser |
| Management |
| For |
| For |
|
2. |
| The approval, on an advisory basis, of the 2017 compensation of the Company’s named executive officers. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. |
| Management |
| For |
| For |
|
AXALTA COATING SYSTEMS LTD.
Security | G0750C108 | Meeting Type | Annual |
Ticker Symbol | AXTA | Meeting Date | 02-May-2018 |
ISIN | BMG0750C1082 | Agenda | 934746996 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Robert M. McLaughlin |
|
|
| For |
| For |
|
|
| 2 Samuel L. Smolik |
|
|
| For |
| For |
|
2. |
| To approve the amendment to our Amended and Restated Bye-Laws that provides for the declassification of our board of directors. |
| Management |
| For |
| For |
|
3. |
| To approve the amendment to our Amended and Restated Bye-Laws to remove certain provisions which are no longer operative. |
| Management |
| For |
| For |
|
4. |
| To appoint PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm and auditor until the conclusion of the 2019 Annual General Meeting of Members and to delegate authority to the Board of Directors of the Company, acting through the Audit Committee, to fix the terms and remuneration thereof. |
| Management |
| For |
| For |
|
5. |
| To approve, on a non-binding advisory basis, the compensation paid to our named executive officers. |
| Management |
| For |
| For |
|
6. |
| To approve the amendment and restatement of our 2014 Incentive Award Plan that, among other things, increases the number of shares authorized for issuance under this plan by 11,925,000 shares. |
| Management |
| For |
| For |
|
PAPA JOHN’S INTERNATIONAL, INC.
Security | 698813102 | Meeting Type | Annual |
Ticker Symbol | PZZA | Meeting Date | 02-May-2018 |
ISIN | US6988131024 | Agenda | 934759789 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Christopher L. Coleman |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Olivia F. Kirtley |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Laurette T. Koellner |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Sonya E. Medina |
| Management |
| For |
| For |
|
1e. |
| Election of Director: John H. Schnatter |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Mark S. Shapiro |
| Management |
| For |
| For |
|
2. |
| Ratification of the Selection of Independent Auditors: To ratify the selection of KPMG LLP as the Company’s independent auditors for the 2018 fiscal year. |
| Management |
| For |
| For |
|
3. |
| Approval of the Papa John’s International, Inc. 2018 Omnibus Incentive Plan. |
| Management |
| For |
| For |
|
4. |
| Advisory approval of the Company’s executive compensation. |
| Management |
| For |
| For |
|
LEONI AG, NUERNBERG
Security | D5009P118 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 03-May-2018 |
ISIN | DE0005408884 | Agenda | 709095752 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE SECURITIES-TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN-COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH-REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE-RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE-THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY-TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE-REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD-MORE THAN 3 % OF THE TOTAL SHARE CAPITAL |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE-AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 18.04.2018. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE |
| Non-Voting |
|
|
|
|
|
1 |
| RECEIVE FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL 2017 |
| Non-Voting |
|
|
|
|
|
2 |
| APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.40 PER SHARE |
| Management |
| For |
| For |
|
3.1 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER DIETER BELLE FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.2 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER BRUNO FANKHAUSER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.3 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER KARL GADESMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
3.4 |
| APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER MARTIN STUETTEM FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.1 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KLAUS PROBST FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.2 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER FRANZ SPIESS FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.3 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WERNER LANG FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.4 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ELISABETTA CASTIGLIONI FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.5 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WOLFGANG DEHEN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.6 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MARK DISCHNER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.7 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ULRIKE FRIESE-DORMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.8 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KARL-HEINZ LACH FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.9 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RICHARD PAGLIA FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.10 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CHRISTIAN ROEDL FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.11 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CARMEN SCHWARZ FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.12 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER INGE ZELLERMAIER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.13 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GABRIELE BAUER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.14 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JOSEF HAERING FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.15 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER INGRID HOFMANN FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.16 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WERNER RUPP FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.17 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HELMUT WIRTZ FOR FISCAL 2017 |
| Management |
| For |
| For |
|
4.18 |
| APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KLAUS WUCHERER FOR FISCAL 2017 |
| Management |
| For |
| For |
|
5 |
| RATIFY ERNST YOUNG GMBH AS AUDITORS FOR FISCAL 2018 |
| Management |
| For |
| For |
|
VERIZON COMMUNICATIONS INC.
Security | 92343V104 | Meeting Type | Annual |
Ticker Symbol | VZ | Meeting Date | 03-May-2018 |
ISIN | US92343V1044 | Agenda | 934744031 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Shellye L. Archambeau |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Richard L. Carrion |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Melanie L. Healey |
| Management |
| For |
| For |
|
1e. |
| Election of Director: M. Frances Keeth |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Lowell C. McAdam |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Clarence Otis, Jr. |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Rodney E. Slater |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Kathryn A. Tesija |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Gregory D. Wasson |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Gregory G. Weaver |
| Management |
| For |
| For |
|
2. |
| Ratification of Appointment of Independent Registered Public Accounting Firm |
| Management |
| For |
| For |
|
3. |
| Advisory Vote to Approve Executive Compensation |
| Shareholder |
| For |
| For |
|
4. |
| Special Shareowner Meetings |
| Shareholder |
| Against |
| For |
|
5. |
| Lobbying Activities Report |
| Shareholder |
| Against |
| For |
|
6. |
| Independent Chair |
| Shareholder |
| Against |
| For |
|
7. |
| Report on Cyber Security and Data Privacy |
| Shareholder |
| Against |
| For |
|
8. |
| Executive Compensation Clawback Policy |
| Shareholder |
| Against |
| For |
|
9. |
| Nonqualified Savings Plan Earnings |
| Shareholder |
| Against |
| For |
|
JBG SMITH PROPERTIES
Security | 46590V100 | Meeting Type | Annual |
Ticker Symbol | JBGS | Meeting Date | 03-May-2018 |
ISIN | US46590V1008 | Agenda | 934746302 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 W. Matthew Kelly |
|
|
| For |
| For |
|
|
| 2 Mitchell N. Schear |
|
|
| For |
| For |
|
|
| 3 Ellen Shuman |
|
|
| For |
| For |
|
|
| 4 John F. Wood |
|
|
| For |
| For |
|
2. |
| The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement (“Say-on-Pay”). |
| Management |
| For |
| For |
|
3. |
| To vote upon, on a non-binding advisory basis, whether the Say-on-Pay vote should occur every one, two or three years. |
| Management |
| 1 Year |
| For |
|
4. |
| The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2018. |
| Management |
| For |
| For |
|
5. |
| To amend the Company’s Articles of Amendment and Restatement of Declaration of Trust to opt out of Section 3-804(c) of the Maryland General Corporation Law. |
| Management |
| For |
| For |
|
ILLINOIS TOOL WORKS INC.
Security | 452308109 | Meeting Type | Annual |
Ticker Symbol | ITW | Meeting Date | 04-May-2018 |
ISIN | US4523081093 | Agenda | 934746883 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Daniel J. Brutto |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Susan Crown |
| Management |
| For |
| For |
|
1c. |
| Election of Director: James W. Griffith |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Jay L. Henderson |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Richard H. Lenny |
| Management |
| For |
| For |
|
1f. |
| Election of Director: E. Scott Santi |
| Management |
| For |
| For |
|
1g. |
| Election of Director: James A. Skinner |
| Management |
| For |
| For |
|
1h. |
| Election of Director: David B. Smith, Jr. |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Pamela B. Strobel |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Kevin M. Warren |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Anre D. Williams |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as ITW’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve compensation of ITW’s named executive officers. |
| Management |
| For |
| For |
|
4. |
| A non-binding stockholder proposal, if presented at the meeting, to change the ownership threshold to call special meetings. |
| Shareholder |
| Against |
| For |
|
5. |
| A non-binding stockholder proposal, if presented at the meeting, to set Company-wide greenhouse gas emissions targets. |
| Shareholder |
| Against |
| For |
|
GCI LIBERTY, INC.
Security | 36164V503 | Meeting Type | Special |
Ticker Symbol | GLIBP | Meeting Date | 07-May-2018 |
ISIN | US36164V5030 | Agenda | 934771278 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Approve the Agreement and Plan of Merger by and between GCI Liberty, Inc. and GCI Merger Sub, Inc., pursuant to which GCI Liberty, Inc. will merge with and into GCI Merger Sub, Inc., with GCI Merger Sub, Inc. (which shall be renamed GCI Liberty, Inc.) continuing as the surviving corporation and existing under the laws of the State of Delaware. |
| Management |
| For |
| For |
|
2. |
| A proposal to authorize the adjournment of the special meeting by GCI liberty, inc. to permit further solicitation of proxies, if necessary or appropriate, if sufficient votes are not represented at the special meeting to approve the other proposal to be presented at the special meeting. |
| Management |
| For |
| For |
|
TRINITY INDUSTRIES, INC.
Security | 896522109 | Meeting Type | Annual |
Ticker Symbol | TRN | Meeting Date | 07-May-2018 |
ISIN | US8965221091 | Agenda | 934774197 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 John L. Adams |
|
|
| For |
| For |
|
|
| 2 Rhys J. Best |
|
|
| For |
| For |
|
|
| 3 David W. Biegler |
|
|
| For |
| For |
|
|
| 4 Antonio Carrillo |
|
|
| For |
| For |
|
|
| 5 Leldon E. Echols |
|
|
| For |
| For |
|
|
| 6 Ronald J. Gafford |
|
|
| For |
| For |
|
|
| 7 Charles W. Matthews |
|
|
| For |
| For |
|
|
| 8 Douglas L. Rock |
|
|
| For |
| For |
|
|
| 9 Dunia A. Shive |
|
|
| For |
| For |
|
|
| 10 Timothy R. Wallace |
|
|
| For |
| For |
|
2. |
| Advisory vote to approve named executive officer compensation. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
THE MIDDLEBY CORPORATION
Security | 596278101 | Meeting Type | Annual |
Ticker Symbol | MIDD | Meeting Date | 08-May-2018 |
ISIN | US5962781010 | Agenda | 934756581 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Selim A. Bassoul |
|
|
| For |
| For |
|
|
| 2 Sarah Palisi Chapin |
|
|
| For |
| For |
|
|
| 3 Robert B. Lamb |
|
|
| For |
| For |
|
|
| 4 Cathy L. McCarthy |
|
|
| For |
| For |
|
|
| 5 John R. Miller III |
|
|
| For |
| For |
|
|
| 6 Gordon O’Brien |
|
|
| For |
| For |
|
|
| 7 Nassem Ziyad |
|
|
| For |
| For |
|
2. |
| Ratification of the selection of Ernst & Young LLP as the Company’s independent public accountants for the current fiscal year ending December 29, 2018. |
| Management |
| For |
| For |
|
3. |
| Approval, by an advisory vote, of the 2017 compensation of the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission (“SEC”). |
| Management |
| For |
| For |
|
4. |
| Stockholder proposal regarding ESG reporting. |
| Shareholder |
| Against |
| For |
|
WERNER ENTERPRISES, INC.
Security | 950755108 | Meeting Type | Annual |
Ticker Symbol | WERN | Meeting Date | 08-May-2018 |
ISIN | US9507551086 | Agenda | 934774438 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Clarence L. Werner |
|
|
| For |
| For |
|
|
| 2 Patrick J. Jung |
|
|
| For |
| For |
|
|
| 3 Michael L. Gallagher |
|
|
| For |
| For |
|
2. |
| To approve the advisory resolution on executive compensation. |
| Management |
| For |
| For |
|
3. |
| To ratify the appointment of KPMG LLP as the independent registered public accounting firm of Werner Enterprises, Inc. for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
XYLEM INC.
Security | 98419M100 | Meeting Type | Annual |
Ticker Symbol | XYL | Meeting Date | 09-May-2018 |
ISIN | US98419M1009 | Agenda | 934751101 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Jeanne Beliveau-Dunn |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Curtis J. Crawford, Ph.D. |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Patrick K. Decker |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Robert F. Friel |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Victoria D. Harker |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Sten E. Jakobsson |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Steven R. Loranger |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Surya N. Mohapatra, Ph.D. |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Jerome A. Peribere |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Markos I. Tambakeras |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as our Independent Registered Public Accounting Firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve the compensation of our named executive officers. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on the frequency of future advisory votes to approve named executive compensation. |
| Management |
| 1 Year |
| For |
|
5. |
| Shareholder proposal to lower threshold for shareholders to call special meetings from 25% to 10% of Company stock, if properly presented at the meeting. |
| Shareholder |
| Against |
| For |
|
NORFOLK SOUTHERN CORPORATION
Security | 655844108 | Meeting Type | Annual |
Ticker Symbol | NSC | Meeting Date | 10-May-2018 |
ISIN | US6558441084 | Agenda | 934743990 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Thomas D. Bell, Jr. |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Wesley G. Bush |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Daniel A. Carp |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Mitchell E. Daniels, Jr. |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Marcela E. Donadio |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Steven F. Leer |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Michael D. Lockhart |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Amy E. Miles |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Martin H. Nesbitt |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Jennifer F. Scanlon |
| Management |
| For |
| For |
|
1k. |
| Election of Director: James A. Squires |
| Management |
| For |
| For |
|
1l. |
| Election of Director: John R. Thompson |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of KPMG LLP, independent registered public accounting firm, as Norfolk Southern’s independent auditors for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| Approval of advisory resolution on executive compensation, as disclosed in the proxy statement for the 2018 Annual Meeting of Shareholders. |
| Management |
| For |
| For |
|
4. |
| If properly presented at the meeting, a shareholder proposal regarding right to act by written consent. |
| Shareholder |
| Against |
| For |
|
HEARTLAND EXPRESS, INC.
Security | 422347104 | Meeting Type | Annual |
Ticker Symbol | HTLD | Meeting Date | 10-May-2018 |
ISIN | US4223471040 | Agenda | 934753775 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 M. Gerdin |
|
|
| For |
| For |
|
|
| 2 L. Gordon |
|
|
| For |
| For |
|
|
| 3 B. Allen |
|
|
| For |
| For |
|
|
| 4 B. Neville |
|
|
| For |
| For |
|
|
| 5 J. Pratt |
|
|
| For |
| For |
|
|
| 6 T. Hira |
|
|
| For |
| For |
|
|
| 7 M. Sullivan |
|
|
| For |
| For |
|
2. |
| Ratification of the appointment of Grant Thornton LLP as the Independent Registered Public Accounting Firm of the Company for 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote on named executive officer compensation. |
| Management |
| For |
| For |
|
MAGNA INTERNATIONAL INC.
Security | 559222401 | Meeting Type | Annual |
Ticker Symbol | MGA | Meeting Date | 10-May-2018 |
ISIN | CA5592224011 | Agenda | 934772686 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1 |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Scott B. Bonham |
|
|
| For |
| For |
|
|
| 2 Peter G. Bowie |
|
|
| For |
| For |
|
|
| 3 Mary S. Chan |
|
|
| For |
| For |
|
|
| 4 Dr. Kurt J. Lauk |
|
|
| For |
| For |
|
|
| 5 Robert F. MacLellan |
|
|
| For |
| For |
|
|
| 6 Cynthia A. Niekamp |
|
|
| For |
| For |
|
|
| 7 William A. Ruh |
|
|
| For |
| For |
|
|
| 8 Dr. I. V. Samarasekera |
|
|
| For |
| For |
|
|
| 9 Donald J. Walker |
|
|
| For |
| For |
|
|
| 10 Lawrence D. Worrall |
|
|
| For |
| For |
|
|
| 11 William L. Young |
|
|
| For |
| For |
|
2 |
| Reappointment of Deloitte LLP as the independent auditor of the Corporation and authorization of the Audit Committee to fix the independent auditor’s remuneration. |
| Management |
| For |
| For |
|
3 |
| Resolved, on an advisory basis and not to diminish the roles and responsibilities of the board of directors, that the shareholders accept the approach to executive compensation disclosed in the accompanying Management Information Circular/Proxy Statement. |
| Management |
| For |
| For |
|
HALLIBURTON COMPANY
Security | 406216101 | Meeting Type | Annual |
Ticker Symbol | HAL | Meeting Date | 16-May-2018 |
ISIN | US4062161017 | Agenda | 934760871 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Abdulaziz F. Al Khayyal |
| Management |
| For |
| For |
|
1b. |
| Election of Director: William E. Albrecht |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Alan M. Bennett |
| Management |
| For |
| For |
|
1d. |
| Election of Director: James R. Boyd |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Milton Carroll |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Nance K. Dicciani |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Murry S. Gerber |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Jose C. Grubisich |
| Management |
| For |
| For |
|
1i. |
| Election of Director: David J. Lesar |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Robert A. Malone |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Jeffrey A. Miller |
| Management |
| For |
| For |
|
1l. |
| Election of Director: Debra L. Reed |
| Management |
| For |
| For |
|
2. |
| Ratification of Selection of Principal Independent Public Accountants. |
| Management |
| For |
| For |
|
3. |
| Advisory Approval of Executive Compensation. |
| Management |
| For |
| For |
|
DUNKIN’ BRANDS GROUP, INC
Security | 265504100 | Meeting Type | Annual |
Ticker Symbol | DNKN | Meeting Date | 16-May-2018 |
ISIN | US2655041000 | Agenda | 934763283 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mark Nunnelly |
|
|
| For |
| For |
|
|
| 2 Roland Smith |
|
|
| For |
| For |
|
|
| 3 Carl Sparks |
|
|
| For |
| For |
|
2. |
| To approve, on an advisory basis, the compensation paid by Dunkin’ Brands to its named executive officers. |
| Management |
| For |
| For |
|
3. |
| To recommend, on an advisory basis, the frequency of future advisory votes on the compensation of the named executive officers of the company. |
| Management |
| 1 Year |
| For |
|
4. |
| To ratify the appointment of KPMG LLP as Dunkin’ Brands independent registered public accounting firm for the current fiscal year ending December 29, 2018. |
| Management |
| For |
| For |
|
NEXANS S.A.
Security | F65277109 | Meeting Type | MIX |
Ticker Symbol |
| Meeting Date | 17-May-2018 |
ISIN | FR0000044448 | Agenda | 709166981 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE. |
| Non-Voting |
|
|
|
|
|
CMMT |
| THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD SHARES DIRECTLY WITH A-FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE-GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED-INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD-THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT-YOUR CLIENT REPRESENTATIVE |
| Non-Voting |
|
|
|
|
|
CMMT |
| IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED DURING THE MEETING, YOUR-VOTE WILL DEFAULT TO ‘ABSTAIN’. SHARES CAN ALTERNATIVELY BE PASSED TO THE-CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH ITEM RAISED. SHOULD YOU-WISH TO PASS CONTROL OF YOUR SHARES IN THIS WAY, PLEASE CONTACT YOUR-BROADRIDGE CLIENT SERVICE REPRESENTATIVE. THANK YOU |
| Non-Voting |
|
|
|
|
|
CMMT |
| 27 APR 2018: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:- https://www.journal-officiel.gouv.fr/publications/balo/pdf/2018/0404/20180404 1-800885.pdf AND-https://www.journal-officiel.gouv.fr/publications/balo/pdf/2018/0427/20180427 1-801461.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF THE URL-LINK. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS-YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
| Non-Voting |
|
|
|
|
|
O.1 |
| APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS AND OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 - MANAGEMENT REPORT |
| Management |
| For |
| For |
|
O.2 |
| APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS AND OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 |
| Management |
| For |
| For |
|
O.3 |
| ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 AND SETTING OF THE DIVIDEND |
| Management |
| For |
| For |
|
O.4 |
| RENEWAL OF THE TERM OF OFFICE OF MRS. VERONIQUE GUILLOT-PELPEL AS DIRECTOR |
| Management |
| For |
| For |
|
O.5 |
| RENEWAL OF THE TERM OF OFFICE OF MRS. FANNY LETIER AS DIRECTOR |
| Management |
| For |
| For |
|
O.6 |
| APPOINTMENT OF MRS. ANNE LEBEL AS DIRECTOR |
| Management |
| For |
| For |
|
O.7 |
| RENEWAL OF THE TERM OF OFFICE OF CABINET PRICEWATERHOUSECOOPERS AUDIT AS PRINCIPAL STATUTORY AUDITOR AND APPOINTMENT OF MR. PATRICE MOROT AS DEPUTY STATUTORY AUDITOR AS A REPLACEMENT FOR MR. ETIENNE BORIS |
| Management |
| For |
| For |
|
O.8 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE RELATING TO THE SUPPLEMENTARY PENSION PLAN TAKEN FOR THE BENEFIT OF MR. ARNAUD POUPART-LAFARGE AS CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.9 |
| APPROVAL OF A REGULATED AGREEMENT CONCLUDED BETWEEN THE COMPANY AND BPIFRANCE INVESTISSEMENT “LE HUB” |
| Management |
| For |
| For |
|
O.10 |
| APPROVAL OF A REGULATED AGREEMENT CONCLUDED BETWEEN THE COMPANY AND HSBC FRANCE |
| Management |
| For |
| For |
|
O.11 |
| VOTE ON THE COMPENSATION COMPONENTS PAID OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. GEORGES CHODRON DE COURCEL, CHAIRMAN OF THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.12 |
| VOTE ON THE COMPENSATION COMPONENTS PAID OR AWARDED FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2017 TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.13 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE CHAIRMAN OF THE BOARD OF DIRECTORS |
| Management |
| For |
| For |
|
O.14 |
| APPROVAL OF THE PRINCIPLES AND CRITERIA FOR DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO THE CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.15 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE PAYMENT OF A SPECIAL TRANSITION PREMIUM TO MR. ARNAUD POUPART LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.16 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE CONDITIONS OF THE PERFORMANCE SHARE PLAN OF 12 MAY 2016 (LTI 2016) APPLICABLE TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.17 |
| APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN ARTICLE L. 225-42-1 OF THE FRENCH COMMERCIAL CODE RELATING TO THE CONDITIONS OF THE PERFORMANCE SHARE PLAN OF 14 MARCH 2017 (LTI 2017) APPLICABLE TO MR. ARNAUD POUPART-LAFARGE, CHIEF EXECUTIVE OFFICER |
| Management |
| For |
| For |
|
O.18 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO TRADE IN THE COMPANY’S SHARES |
| Management |
| For |
| For |
|
E.19 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLING OWN SHARES |
| Management |
| For |
| For |
|
E.20 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED IN 2019 WITH FREE ALLOCATIONS OF EXISTING SHARES OR SHARES TO BE ISSUED FOR THE BENEFIT OF THE GROUP’S SALARIED EMPLOYEES AND CORPORATE OFFICERS, OR SOME OF THEM, ENTAILING THE WAIVER BY SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 300,000, SUBJECT TO PERFORMANCE CONDITIONS TO BE SET BY THE BOARD, FOR A PERIOD OF 12 MONTHS AS OF 01ST JANUARY 2019 |
| Management |
| For |
| For |
|
E.21 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED IN 2019 WITH FREE ALLOCATIONS OF EXISTING SHARES OR SHARES TO BE ISSUED FOR THE BENEFIT OF SALARIED EMPLOYEES OR SOME OF THEM, ENTAILING THE WAIVER BY SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 50,000, FOR A PERIOD OF 12 MONTHS AS OF 01ST JANUARY 2019 |
| Management |
| For |
| For |
|
E.22 |
| AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS TO PROCEED WITH FREE ALLOCATIONS OF SHARES, EXISTING OR SHARES TO BE ISSUED, AS COMPENSATION TO THE MEMBERS OF THE MANAGEMENT BOARD WHO WILL NO LONGER BENEFIT FROM THE DEFINED BENEFIT PENSION PLAN, ENTAILING THE WAIVER BY THE SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF A NOMINAL AMOUNT OF EUR 40,000, FOR A PERIOD OF 12 MONTHS AS OF THIS GENERAL MEETING |
| Management |
| For |
| For |
|
O.23 |
| POWERS TO CARRY OUT ALL LEGAL FORMALITIES |
| Management |
| For |
| For |
|
HERC HOLDINGS INC.
Security | 42704L104 | Meeting Type | Annual |
Ticker Symbol | HRI | Meeting Date | 17-May-2018 |
ISIN | US42704L1044 | Agenda | 934759727 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Herbert L. Henkel |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Lawrence H. Silber |
| Management |
| For |
| For |
|
1c. |
| Election of Director: James H. Browning |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Patrick D. Campbell |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Nicholas F. Graziano |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jean K. Holley |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Jacob M. Katz |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Michael A. Kelly |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Courtney Mather |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Louis J. Pastor |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Mary Pat Salomone |
| Management |
| For |
| For |
|
2. |
| Approval, by a non-binding advisory vote, of the named executive officers’ compensation. |
| Management |
| For |
| For |
|
3. |
| Approval of the Herc Holdings Inc. 2018 Omnibus Incentive Plan. |
| Management |
| For |
| For |
|
4. |
| Approval of the Amended and Restated Herc Holdings Inc. Employee Stock Purchase Plan. |
| Management |
| For |
| For |
|
5. |
| Ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year 2018. |
| Management |
| For |
| For |
|
AETNA INC.
Security | 00817Y108 | Meeting Type | Annual |
Ticker Symbol | AET | Meeting Date | 18-May-2018 |
ISIN | US00817Y1082 | Agenda | 934766924 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Fernando Aguirre |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Mark T. Bertolini |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Frank M. Clark |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Molly J. Coye, M.D. |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Roger N. Farah |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jeffrey E. Garten |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Ellen M. Hancock |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Richard J. Harrington |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Edward J. Ludwig |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Olympia J. Snowe |
| Management |
| For |
| For |
|
2. |
| Company Proposal - Approval of the Appointment of the Independent Registered Public Accounting Firm for 2018 |
| Management |
| For |
| For |
|
3. |
| Company Proposal - Approval of the Company’s Executive Compensation on a Non-Binding Advisory Basis |
| Management |
| For |
| For |
|
4A. |
| Shareholder Proposal - Annual Report on Direct and Indirect Lobbying |
| Shareholder |
| Against |
| For |
|
4B. |
| Shareholder Proposal - Special Shareholder Meeting Vote Threshold |
| Shareholder |
| Against |
| For |
|
LANDSTAR SYSTEM, INC.
Security | 515098101 | Meeting Type | Annual |
Ticker Symbol | LSTR | Meeting Date | 22-May-2018 |
ISIN | US5150981018 | Agenda | 934776761 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1.1 |
| Election of Director: James B. Gattoni |
| Management |
| For |
| For |
|
1.2 |
| Election of Director: Anthony J. Orlando |
| Management |
| For |
| For |
|
2. |
| RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2018. |
| Management |
| For |
| For |
|
3. |
| ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. |
| Management |
| For |
| For |
|
MICROSEMI CORPORATION
Security | 595137100 | Meeting Type | Special |
Ticker Symbol | MSCC | Meeting Date | 22-May-2018 |
ISIN | US5951371005 | Agenda | 934803710 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| To adopt the Agreement and Plan of Merger, dated March 1, 2018, as it may be amended from time to time (the “Merger Agreement”), by and among Microsemi Corporation (“Microsemi”), Microchip Technology Incorporated and Maple Acquisition Corporation. |
| Management |
| For |
| For |
|
2. |
| To approve, by non-binding, advisory vote, certain compensation arrangements for Microsemi’s named executive officers in connection with the merger. |
| Management |
| For |
| For |
|
3. |
| To approve the adjournment of the Special Meeting from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting or any adjournment or postponement thereof to approve the proposal to adopt the Merger Agreement or in the absence of a quorum. |
| Management |
| For |
| For |
|
MCDONALD’S CORPORATION
Security | 580135101 | Meeting Type | Annual |
Ticker Symbol | MCD | Meeting Date | 24-May-2018 |
ISIN | US5801351017 | Agenda | 934776963 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Lloyd Dean |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Stephen Easterbrook |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Robert Eckert |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Margaret Georgiadis |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Enrique Hernandez, Jr. |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Jeanne Jackson |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Richard Lenny |
| Management |
| For |
| For |
|
1h. |
| Election of Director: John Mulligan |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Sheila Penrose |
| Management |
| For |
| For |
|
1j. |
| Election of Director: John Rogers, Jr. |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Miles White |
| Management |
| For |
| For |
|
2. |
| Advisory vote to approve executive compensation. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve the appointment of Ernst & Young LLP as independent auditor for 2018. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on a shareholder proposal requesting the ability for shareholders to act by written consent, if properly presented. |
| Shareholder |
| Against |
| For |
|
5. |
| Advisory vote on a shareholder proposal requesting a report on plastic straws, if properly presented. |
| Shareholder |
| Against |
| For |
|
6. |
| Advisory vote on a shareholder proposal requesting a report on charitable contributions, if properly presented. |
| Shareholder |
| Against |
| For |
|
FLOWSERVE CORPORATION
Security | 34354P105 | Meeting Type | Annual |
Ticker Symbol | FLS | Meeting Date | 24-May-2018 |
ISIN | US34354P1057 | Agenda | 934779642 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: R. Scott Rowe |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Ruby R. Chandy |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Leif E. Darner |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Gayla J. Delly |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Roger L. Fix |
| Management |
| For |
| For |
|
1f. |
| Election of Director: John R. Friedery |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Joe E. Harlan |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Rick J. Mills |
| Management |
| For |
| For |
|
1i. |
| Election of Director: David E. Roberts |
| Management |
| For |
| For |
|
2. |
| Advisory vote on executive compensation. |
| Management |
| For |
| For |
|
3. |
| Ratify the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
4. |
| A shareholder proposal requesting the Company to adopt time-bound, quantitative, company-wide, science-based targets for reducing greenhouse gas (GHG) emissions. |
| Shareholder |
| Against |
| For |
|
5. |
| A shareholder proposal requesting the Board of Directors take action to permit shareholder action by written consent. |
| Shareholder |
| Against |
| For |
|
BAYER AG, LEVERKUSEN
Security | D0712D163 | Meeting Type | Annual General Meeting |
Ticker Symbol |
| Meeting Date | 25-May-2018 |
ISIN | DE000BAY0017 | Agenda | 709041886 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
CMMT |
| PLEASE NOTE THAT REREGISTRATION IS NO LONGER REQUIRED TO ENSURE VOTING-RIGHTS. FOLLOWING THE AMENDMENT TO PARAGRAPH 21 OF THE SECURITIES TRADE ACT-ON 10TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE-JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS CHANGED WITH REGARD TO THE-GERMAN REGISTERED SHARES. AS A RESULT, IT REMAINS EXCLUSIVELY THE-RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE-INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS IF THEY-EXCEED RELEVANT REPORTING THRESHOLD OF WPHG (FROM 3 PERCENT OF OUTSTANDING-SHARE CAPITAL ONWARDS). |
| Non-Voting |
|
|
|
|
|
CMMT |
| AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB-CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE.-THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE |
| Non-Voting |
|
|
|
|
|
CMMT |
| ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF INTEREST IN-CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE-NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT-BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS-AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS-NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE-FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL. THANK YOU. |
| Non-Voting |
|
|
|
|
|
CMMT |
| COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 10.05.2018. FURTHER INFORMATION ON-COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER’S WEBSITE (PLEASE REFER-TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE-ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES-DIRECTLY AT THE COMPANY’S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN-THE BALLOT ON PROXYEDGE. |
| Non-Voting |
|
|
|
|
|
1 |
| PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS, THE COMBINED MANAGEMENT REPORT, THE REPORT OF THE SUPERVISORY BOARD AND THE PROPOSAL BY THE BOARD OF MANAGEMENT ON THE USE OF THE DISTRIBUTABLE PROFIT FOR THE FISCAL YEAR 2017, AND RESOLUTION ON THE USE OF THE DISTRIBUTABLE PROFIT |
| Management |
| For |
| For |
|
2 |
| RATIFICATION OF THE ACTIONS OF THE MEMBERS OF THE BOARD OF MANAGEMENT |
| Management |
| For |
| For |
|
3 |
| RATIFICATION OF THE ACTIONS OF THE MEMBERS OF THE SUPERVISORY BOARD |
| Management |
| For |
| For |
|
4 |
| SUPERVISORY BOARD ELECTION: MR. NORBERT WINKELJOHANN |
| Management |
| For |
| For |
|
5 |
| ELECTION OF THE AUDITOR FOR THE ANNUAL FINANCIAL STATEMENTS AND FOR THE REVIEW OF THE HALF-YEARLY AND INTERIM FINANCIAL REPORTS: DELOITTE GMBH WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT |
| Management |
| For |
| For |
|
CAESARS ENTERTAINMENT CORPORATION
Security | 127686103 | Meeting Type | Annual |
Ticker Symbol | CZR | Meeting Date | 30-May-2018 |
ISIN | US1276861036 | Agenda | 934796232 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Mark Frissora |
|
|
| For |
| For |
|
|
| 2 James Hunt |
|
|
| For |
| For |
|
|
| 3 John Dionne |
|
|
| For |
| For |
|
|
| 4 Richard Schifter |
|
|
| For |
| For |
|
2. |
| To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| To transact such other business as may properly come before the meeting or any adjournment of the meeting. |
| Management |
| For |
| For |
|
LOWE’S COMPANIES, INC.
Security | 548661107 | Meeting Type | Annual |
Ticker Symbol | LOW | Meeting Date | 01-Jun-2018 |
ISIN | US5486611073 | Agenda | 934787245 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Raul Alvarez |
|
|
| For |
| For |
|
|
| 2 David H. Batchelder |
|
|
| For |
| For |
|
|
| 3 Angela F. Braly |
|
|
| For |
| For |
|
|
| 4 Sandra B. Cochran |
|
|
| For |
| For |
|
|
| 5 Laurie Z. Douglas |
|
|
| For |
| For |
|
|
| 6 Richard W. Dreiling |
|
|
| For |
| For |
|
|
| 7 Marshall O. Larsen |
|
|
| For |
| For |
|
|
| 8 James H. Morgan |
|
|
| For |
| For |
|
|
| 9 Robert A. Niblock |
|
|
| For |
| For |
|
|
| 10 Brian C. Rogers |
|
|
| For |
| For |
|
|
| 11 Bertram L. Scott |
|
|
| For |
| For |
|
|
| 12 Lisa W. Wardell |
|
|
| For |
| For |
|
|
| 13 Eric C. Wiseman |
|
|
| For |
| For |
|
2. |
| Advisory vote to approve Lowe’s named executive officer compensation in fiscal 2017. |
| Management |
| For |
| For |
|
3. |
| Ratification of the appointment of Deloitte & Touche LLP as Lowe’s independent registered public accounting firm for fiscal 2018. |
| Management |
| For |
| For |
|
4. |
| Shareholder proposal to reduce the threshold to call special shareholder meetings to 10% of outstanding shares. |
| Shareholder |
| Against |
| For |
|
FORTIVE CORPORATION
Security | 34959J108 | Meeting Type | Annual |
Ticker Symbol | FTV | Meeting Date | 05-Jun-2018 |
ISIN | US34959J1088 | Agenda | 934787219 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A. |
| Election of Class II Director: Feroz Dewan |
| Management |
| For |
| For |
|
1B. |
| Election of Class II Director: James Lico |
| Management |
| For |
| For |
|
2. |
| To ratify the selection of Ernst and Young LLP as Fortive’s independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| To approve on an advisory basis Fortive’s named executive officer compensation. |
| Management |
| For |
| For |
|
4. |
| To approve the Fortive Corporation 2016 Stock Incentive Plan, as amended and restated. |
| Management |
| For |
| For |
|
LADDER CAPITAL CORP
Security | 505743104 | Meeting Type | Annual |
Ticker Symbol | LADR | Meeting Date | 05-Jun-2018 |
ISIN | US5057431042 | Agenda | 934787497 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Reelection of Douglas Durst to the Board of Directors. |
| Management |
| Abstain |
| Against |
|
2. |
| Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
3. |
| Approval of a non-binding, advisory resolution to approve our executive compensation (“Say on Pay”). |
| Management |
| For |
| For |
|
4. |
| Approval of a non-binding, advisory resolution on the frequency of future advisory stockholder votes to approve executive compensation (“Say on Frequency”). |
| Management |
| 3 Years |
| For |
|
THE WENDY’S COMPANY
Security | 95058W100 | Meeting Type | Annual |
Ticker Symbol | WEN | Meeting Date | 05-Jun-2018 |
ISIN | US95058W1009 | Agenda | 934795292 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Nelson Peltz |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Peter W. May |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Kristin A. Dolan |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Kenneth W. Gilbert |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Dennis M. Kass |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Joseph A. Levato |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Michelle J. Mathews-Spradlin |
| Management |
| For |
| For |
|
1h. |
| Election of Director: Matthew H. Peltz |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Todd A. Penegor |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Peter H. Rothschild |
| Management |
| For |
| For |
|
1k. |
| Election of Director: Arthur B. Winkleblack |
| Management |
| For |
| For |
|
2. |
| Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018 |
| Management |
| For |
| For |
|
3. |
| Advisory resolution to approve executive compensation. |
| Management |
| For |
| For |
|
RENT-A-CENTER, INC.
Security | 76009N100 | Meeting Type | Annual |
Ticker Symbol | RCII | Meeting Date | 05-Jun-2018 |
ISIN | US76009N1000 | Agenda | 934800752 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Amendments to the Certificate of Incorporation to Declassify the Board of Directors. |
| Management |
| For |
| For |
|
2A |
| Election of Director: Michael J. Gade |
| Management |
| For |
| For |
|
2B |
| Election of Director: J.V. Lentell |
| Management |
| For |
| For |
|
3. |
| Ratification of the Audit & Risk Committee’s selection of KPMG LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
4. |
| Advisory vote on executive compensation. |
| Management |
| For |
| For |
|
VISTEON CORPORATION
Security | 92839U206 | Meeting Type | Annual |
Ticker Symbol | VC | Meeting Date | 06-Jun-2018 |
ISIN | US92839U2069 | Agenda | 934797486 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: James J. Barrese |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Naomi M. Bergman |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Jeffrey D. Jones |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Sachin S. Lawande |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Joanne M. Maguire |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Robert J. Manzo |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Francis M. Scricco |
| Management |
| For |
| For |
|
1h. |
| Election of Director: David L. Treadwell |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Harry J. Wilson |
| Management |
| For |
| For |
|
1j. |
| Election of Director: Rouzbeh Yassini-Fard |
| Management |
| For |
| For |
|
2. |
| Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2018. |
| Management |
| For |
| For |
|
3. |
| Provide advisory approval of the Company’s executive compensation. |
| Management |
| For |
| For |
|
4. |
| Provide an advisory vote on the frequency of the advisory vote on executive compensation. |
| Management |
| 1 Year |
| For |
|
RESTAURANT BRANDS INTERNATIONAL INC.
Security | 76131D103 | Meeting Type | Annual |
Ticker Symbol | QSR | Meeting Date | 07-Jun-2018 |
ISIN | CA76131D1033 | Agenda | 934804091 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Alexandre Behring |
|
|
| For |
| For |
|
|
| 2 Marc Caira |
|
|
| For |
| For |
|
|
| 3 Joao M. Castro-Neves |
|
|
| For |
| For |
|
|
| 4 Martin E. Franklin |
|
|
| For |
| For |
|
|
| 5 Paul J. Fribourg |
|
|
| For |
| For |
|
|
| 6 Neil Golden |
|
|
| For |
| For |
|
|
| 7 Ali Hedayat |
|
|
| For |
| For |
|
|
| 8 Golnar Khosrowshahi |
|
|
| For |
| For |
|
|
| 9 Daniel S. Schwartz |
|
|
| For |
| For |
|
|
| 10 Carlos Alberto Sicupira |
|
|
| For |
| For |
|
|
| 11 Roberto Moses T. Motta |
|
|
| For |
| For |
|
|
| 12 Alexandre Van Damme |
|
|
| For |
| For |
|
2. |
| Approval, on a non-binding advisory basis, of the compensation paid to named executive officers. |
| Management |
| For |
| For |
|
3. |
| Appoint KPMG LLP as our auditors to serve until the close of the 2019 Annual Meeting of Shareholders and authorize our directors to fix the auditors’ remuneration. |
| Management |
| For |
| For |
|
4. |
| Approve an amendment to the Amended and Restated 2014 Omnibus Incentive Plan to increase the number of common shares available for issuance by 15,000,000 common shares. |
| Management |
| For |
| For |
|
5. |
| Consider a shareholder proposal to issue an annual report to investors regarding supply chain impacts on deforestation, if properly presented at the Meeting. |
| Shareholder |
| Against |
| For |
|
PARATEK PHARMACEUTICALS, INC.
Security | 699374302 | Meeting Type | Annual |
Ticker Symbol | PRTK | Meeting Date | 14-Jun-2018 |
ISIN | US6993743029 | Agenda | 934805459 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Rolf K. Hoffmann |
|
|
| For |
| For |
|
|
| 2 Kristine Peterson |
|
|
| For |
| For |
|
|
| 3 Jeffrey Stein, Ph.D. |
|
|
| For |
| For |
|
2. |
| To consider and approve the Paratek Pharmaceuticals, Inc. Employee Stock Purchase Plan. |
| Management |
| For |
| For |
|
3. |
| To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
DAVE & BUSTER’S ENTERTAINMENT, INC.
Security | 238337109 | Meeting Type | Annual |
Ticker Symbol | PLAY | Meeting Date | 14-Jun-2018 |
ISIN | US2383371091 | Agenda | 934807035 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1A |
| Election of Director: Victor L. Crawford |
| Management |
| For |
| For |
|
1B |
| Election of Director: Hamish A. Dodds |
| Management |
| For |
| For |
|
1C |
| Election of Director: Michael J. Griffith |
| Management |
| For |
| For |
|
1D |
| Election of Director: Jonathan S. Halkyard |
| Management |
| For |
| For |
|
1E |
| Election of Director: Stephen M. King |
| Management |
| For |
| For |
|
1F |
| Election of Director: Patricia M. Mueller |
| Management |
| For |
| For |
|
1G |
| Election of Director: Kevin M. Sheehan |
| Management |
| For |
| For |
|
1H |
| Election of Director: Jennifer Storms |
| Management |
| For |
| For |
|
2. |
| Ratification of Appointment of KPMG LLP as Independent Registered Public Accounting Firm |
| Management |
| For |
| For |
|
3. |
| Advisory Approval of Executive Compensation |
| Management |
| For |
| For |
|
THE MACERICH COMPANY
Security | 554382101 | Meeting Type | Annual |
Ticker Symbol | MAC | Meeting Date | 21-Jun-2018 |
ISIN | US5543821012 | Agenda | 934834311 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Peggy Alford |
| Management |
| For |
| For |
|
1b. |
| Election of Director: John H. Alschuler |
| Management |
| Against |
| Against |
|
1c. |
| Election of Director: Eric K. Brandt |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Edward C. Coppola |
| Management |
| Against |
| Against |
|
1e. |
| Election of Director: Steven R. Hash |
| Management |
| Against |
| Against |
|
1f. |
| Election of Director: Daniel J. Hirsch |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Diana M. Laing |
| Management |
| Against |
| Against |
|
1h. |
| Election of Director: Thomas E. O’Hern |
| Management |
| For |
| For |
|
1i. |
| Election of Director: Steven L. Soboroff |
| Management |
| Against |
| Against |
|
1j. |
| Election of Director: Andrea M. Stephen |
| Management |
| Against |
| Against |
|
2. |
| Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
3. |
| Advisory vote to approve our named executive officer compensation as described in our Proxy Statement. |
| Management |
| Against |
| Against |
|
NXP SEMICONDUCTORS NV.
Security | N6596X109 | Meeting Type | Annual |
Ticker Symbol | NXPI | Meeting Date | 22-Jun-2018 |
ISIN | NL0009538784 | Agenda | 934843079 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
2-C |
| Adoption of the 2017 statutory annual accounts |
| Management |
| For |
| For |
|
2-D |
| Granting discharge to the executive member and non-executive members of the Board of Directors for their responsibilities in the financial year 2017 |
| Management |
| For |
| For |
|
3-A |
| Proposal to re-appoint Mr. Richard L. Clemmer as executive director |
| Management |
| For |
| For |
|
3-B |
| Proposal to re-appoint Sir Peter Bonfield as non-executive director |
| Management |
| For |
| For |
|
3-C |
| Proposal to re-appoint Mr. Johannes P. Huth as non-executive director |
| Management |
| For |
| For |
|
3-D |
| Proposal to re-appoint Mr. Kenneth A. Goldman as non-executive director |
| Management |
| For |
| For |
|
3-E |
| Proposal to re-appoint Mr. Josef Kaeser as non-executive director |
| Management |
| For |
| For |
|
3-F |
| Proposal to re-appoint Mr. Eric Meurice as non-executive director |
| Management |
| For |
| For |
|
3-G |
| Proposal to re-appoint Mr. Peter Smitham as non-executive director |
| Management |
| For |
| For |
|
3-H |
| Proposal to re-appoint Ms. Julie Southern as non-executive director |
| Management |
| For |
| For |
|
3-I |
| Proposal to re-appoint Mr. Gregory Summe as non-executive director |
| Management |
| For |
| For |
|
4-A |
| Conditional appointment as per Closing of Mr. Steve Mollenkopf as executive director |
| Management |
| For |
| For |
|
4-B |
| Conditional appointment as per Closing of Mr. George S. Davis as non-executive director |
| Management |
| For |
| For |
|
4-C |
| Conditional appointment as per Closing of Mr. Donald J. Rosenberg as non-executive director |
| Management |
| For |
| For |
|
4-D |
| Conditional appointment as per Closing of Mr. Brian Modoff as non-executive director |
| Management |
| For |
| For |
|
4-E |
| Conditional appointment as per Closing of Mr. Rob ter Haar as non-executive director |
| Management |
| For |
| For |
|
4-F |
| Conditional appointment as per Closing of Prof. Dr. Steven Perrick as non-executive director |
| Management |
| For |
| For |
|
5-A |
| Authorization of the Board of Directors to issue shares or grant rights to acquire shares |
| Management |
| For |
| For |
|
5-B |
| Authorization of the Board of Directors to restrict or exclude pre-emption rights |
| Management |
| For |
| For |
|
6. |
| Authorization of the Board of Directors to repurchase shares in the Company’s capital |
| Management |
| For |
| For |
|
7. |
| Authorization to cancel ordinary shares in the Company’s capital |
| Management |
| For |
| For |
|
8. |
| Proposal to re-appoint KPMG Accountants N.V. as the Company’s external auditor for fiscal year 2018 |
| Management |
| For |
| For |
|
FOREST CITY REALTY TRUST, INC.
Security | 345605109 | Meeting Type | Annual |
Ticker Symbol | FCEA | Meeting Date | 26-Jun-2018 |
ISIN | US3456051099 | Agenda | 934832660 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Kenneth J. Bacon |
|
|
| For |
| For |
|
|
| 2 Z. Jamie Behar |
|
|
| For |
| For |
|
|
| 3 Michelle Felman |
|
|
| For |
| For |
|
|
| 4 Jerome J. Lande |
|
|
| For |
| For |
|
|
| 5 David J. LaRue |
|
|
| For |
| For |
|
|
| 6 Adam S. Metz |
|
|
| For |
| For |
|
|
| 7 Gavin T. Molinelli |
|
|
| For |
| For |
|
|
| 8 Marran H. Ogilvie |
|
|
| For |
| For |
|
|
| 9 Mark S. Ordan |
|
|
| For |
| For |
|
|
| 10 James A. Ratner |
|
|
| For |
| For |
|
|
| 11 William R. Roberts |
|
|
| For |
| For |
|
|
| 12 Robert A. Schriesheim |
|
|
| For |
| For |
|
2. |
| The approval (on an advisory, non-binding basis) of the compensation of the Company’s Named Executive Officers. |
| Management |
| For |
| For |
|
3. |
| The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2018. |
| Management |
| For |
| For |
|
TRAVELPORT WORLDWIDE LTD
Security | G9019D104 | Meeting Type | Annual |
Ticker Symbol | TVPT | Meeting Date | 27-Jun-2018 |
ISIN | BMG9019D1048 | Agenda | 934799454 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1a. |
| Election of Director: Douglas M. Steenland |
| Management |
| For |
| For |
|
1b. |
| Election of Director: Gordon A. Wilson |
| Management |
| For |
| For |
|
1c. |
| Election of Director: Elizabeth L. Buse |
| Management |
| For |
| For |
|
1d. |
| Election of Director: Steven R. Chambers |
| Management |
| For |
| For |
|
1e. |
| Election of Director: Michael J. Durham |
| Management |
| For |
| For |
|
1f. |
| Election of Director: Scott E. Forbes |
| Management |
| For |
| For |
|
1g. |
| Election of Director: Douglas A. Hacker |
| Management |
| For |
| For |
|
1h. |
| Election of Director: John B. Smith |
| Management |
| For |
| For |
|
2. |
| The appointment of Deloitte LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018 and authorization of the Audit Committee to determine the independent auditors’ remuneration. |
| Management |
| For |
| For |
|
3. |
| Advisory approval of the compensation of the Company’s named executive officers. |
| Management |
| For |
| For |
|
ACORDA THERAPEUTICS, INC.
Security | 00484M106 | Meeting Type | Annual |
Ticker Symbol | ACOR | Meeting Date | 27-Jun-2018 |
ISIN | US00484M1062 | Agenda | 934816616 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| DIRECTOR |
| Management |
|
|
|
|
|
|
| 1 Barry Greene |
|
|
| Withheld |
| Against |
|
|
| 2 Ian Smith |
|
|
| Withheld |
| Against |
|
|
| 3 Catherine Strader Ph.D. |
|
|
| Withheld |
| Against |
|
2. |
| To approve an amendment to the Acorda Therapeutics, Inc. 2015 Omnibus Incentive Compensation Plan to increase the number of shares authorized thereunder. |
| Management |
| Against |
| Against |
|
3. |
| To ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018. |
| Management |
| Against |
| Against |
|
4. |
| An advisory vote to approve named executive officer compensation. |
| Management |
| Against |
| Against |
|
DR PEPPER SNAPPLE GROUP, INC.
Security | 26138E109 | Meeting Type | Annual |
Ticker Symbol | DPS | Meeting Date | 29-Jun-2018 |
ISIN | US26138E1091 | Agenda | 934842229 - Management |
Item |
| Proposal |
| Proposed |
| Vote |
| For/Against |
|
1. |
| Approve the issuance of the Company’s common stock as merger consideration pursuant to the terms of the merger agreement, as disclosed in the proxy statement. |
| Management |
| For |
| For |
|
2. |
| To amend the certificate of incorporation of the Company, as disclosed in the proxy statement. |
| Management |
| For |
| For |
|
3. |
| To approve an advisory resolution regarding the compensation that may become payable to the Company’s Named Executive Officers in connection with the merger, as disclosed in the proxy statement. |
| Management |
| For |
| For |
|
4. |
| To adjourn the annual meeting, if necessary, if a quorum is present, to solicit additional proxies in the event there are not sufficient votes at the time of the annual meeting to approve proposals 1 and 2. |
| Management |
| For |
| For |
|
5a. |
| Election of Director: David E. Alexander |
| Management |
| For |
| For |
|
5b. |
| Election of Director: Antonio Carrillo |
| Management |
| For |
| For |
|
5c. |
| Election of Director: Jose M. Gutierrez |
| Management |
| For |
| For |
|
5d. |
| Election of Director: Pamela H. Patsley |
| Management |
| For |
| For |
|
5e. |
| Election of Director: Ronald G. Rogers |
| Management |
| For |
| For |
|
5f. |
| Election of Director: Wayne R. Sanders |
| Management |
| For |
| For |
|
5g. |
| Election of Director: Dunia A. Shive |
| Management |
| For |
| For |
|
5h. |
| Election of Director: M. Anne Szostak |
| Management |
| For |
| For |
|
5i. |
| Election of Director: Larry D. Young |
| Management |
| For |
| For |
|
6. |
| To ratify appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2018. |
| Management |
| For |
| For |
|
7. |
| To approve an advisory resolution regarding the compensation of our Named Executive Officers, as disclosed in the proxy statement. |
| Management |
| For |
| For |
|
8. |
| A stockholder proposal requesting that the board of directors issue a report on company-wide efforts to address the risks related to obesity, including aggressive quantitative metrics around the reduction of sugars in its products and development of healthier product offerings. |
| Shareholder |
| Against |
| 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.
| The Arbitrage Funds | |
|
|
|
|
|
|
| By: | /s/ John S. Orrico |
|
| John S. Orrico |
|
| President (Principal Executive Officer) |
|
|
|
| Date: | August 9, 2018 |