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 811-10085
Hillman Capital Management Investment Trust
(Exact name of registrant as specified in charter)
116 South Franklin Street, Rocky Mount, North Carolina 27804
(Address of principal executive offices) (Zip code)
Paracorp Inc.
2140 South Dupont Hwy., Camden, DE 19934
(Name and address of agent for service)
Registrant's telephone number, including area code: 252-972-9922
Date of fiscal year end: Sept 30
Date of reporting period: July 1, 2019 - June 30, 2020
HILLMAN VALUE FUND Vote Summary |
THE KRAFT HEINZ COMPANY
| | | | | | | | |
Security | | | 500754106 | | | | | Meeting Type | Annual |
Ticker Symbol | | KHC | | | | | Meeting Date | 12-Sep-2019 |
Record Date | | 15-Jul-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1a. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1b. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1c. | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1d. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1e. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1f. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1g. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1h. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1i. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1j. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1k. | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Health Issues | | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Environmental | | | | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
GENERAL MILLS, INC.
| | | | | | | | | | |
Security | | | 370334104 | | | | | Meeting Type | Annual |
Ticker Symbol | | GIS | | | | | | Meeting Date | 24-Sep-2019 |
Record Date | | 26-Jul-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
| | | | | | | | | | | | | | | | |
LAM RESEARCH CORPORATION
| | | | | | | | |
Security | | | 512807108 | | | | | Meeting Type | Annual |
Ticker Symbol | | LRCX | | | | | Meeting Date | 05-Nov-2019 |
Record Date | | 06-Sep-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1. | | Election of Directors | | | | | Management | | | | |
| | | 1 | Sohail U. Ahmed | | | | | | For | | For |
| | | 2 | Timothy M. Archer | | | | | | For | | For |
| | | 3 | Eric K. Brandt | | | | | | | For | | For |
| | | 4 | Michael R. Cannon | | | | | | For | | For |
| | | 5 | Youssef A. El-Mansy | | | | | | For | | For |
| | | 6 | Catherine P. Lego | | | | | | For | | For |
| | | 7 | Bethany J. Mayer | | | | | | For | | For |
| | | 8 | Abhijit Y. Talwalkar | | | | | | For | | For |
| | | 9 | Lih Shyng (Rick L) Tsai | | | | | For | | For |
| | | 10 | Leslie F. Varon | | | | | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
MICROSOFT CORPORATION
| | | | | | | | |
Security | | | 594918104 | | | | | Meeting Type | Annual |
Ticker Symbol | | MSFT | | | | | Meeting Date | 04-Dec-2019 |
Record Date | | 08-Oct-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mtg. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | For |
5. | | S/H Proposal - Gender Pay Equality | | | Shareholder | | Against | | For |
| | | | | | | | | | | | | | | | |
MEDTRONIC PLC
| | | | | | | | | | | |
Security | | | G5960L103 | | | | | Meeting Type | Annual |
Ticker Symbol | | MDT | | | | | Meeting Date | 06-Dec-2019 |
Record Date | | 10-Oct-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | �� | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | Stock Issuance | | | | | | Management | | For | | For |
5. | | Eliminate Pre-Emptive Rights | | | | Management | | For | | For |
6. | | Authorize Directors to Repurchase Shares | | Management | | For | | For |
| | | | | | | | | | | | | | | | |
EMERSON ELECTRIC CO.
| | | | | | | | | |
Security | | | 291011104 | | | | | Meeting Type | Annual |
Ticker Symbol | | EMR | | | | | Meeting Date | 04-Feb-2020 |
Record Date | | 26-Nov-2019 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1. | | Election of Directors | | | | | Management | | | | |
| | | 1 | M. S. Craighead | | | | | | For | | For |
| | | 2 | D. N. Farr | | | | | | | | For | | For |
| | | 3 | G. A. Flach | | | | | | | | For | | For |
| | | 4 | M. S. Levatich | | | | | | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | Declassify Board | | | | | | Management | | For | | For |
BANK OF AMERICA CORPORATION
| | | | | | | |
Security | | | 060505104 | | | | | Meeting Type | Annual |
Ticker Symbol | | BAC | | | | | | Meeting Date | 22-Apr-2020 |
Record Date | | 02-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1N. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1O. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1P. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1Q. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
6. | | S/H Proposal - Create a Non-Discriminatory Sexual Orientation Policy
| Shareholder | | Against | | Against |
7. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
PFIZER INC. | | | | | | | | | | | | |
Security | | | 717081103 | | | | | Meeting Type | Annual |
Ticker Symbol | | PFE | | | | | | Meeting Date | 23-Apr-2020 |
Record Date | | 25-Feb-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Shareholders be Given Access to Proxy
| Shareholder | | Against | | Against |
6. | | S/H Proposal - Political/Government | | | Shareholder | | Against | | Against |
7. | | S/H Proposal - Establish Independent Chairman
| Shareholder | | Against | | Against |
8. | | S/H Proposal - Gender Pay Gap | | | Shareholder | | Against | | Against |
9. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
AT&T INC.
| | | | | | | | | | | | | |
Security | | | 00206R102 | | | | | Meeting Type | Annual |
Ticker Symbol | | T | | | | | | | Meeting Date | 24-Apr-2020 |
Record Date | | 26-Feb-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | S/H Proposal - Establish Independent Chairman | Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
6. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
| | | | | | | | | |
KELLOGG COMPANY
| | | | | | | | | | |
Security | | | 487836108 | | | | | Meeting Type | Annual |
Ticker Symbol | | K | | | | | | Meeting Date | 24-Apr-2020 |
Record Date | | 28-Feb-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | Amend Employee Stock Purchase Plan | | | Management | | For | | For |
5. | | Declassify Board | | | | | | Management | | For | | For |
6. | | S/H Proposal - Election of Directors By Majority Vote | Shareholder | | For | | Against |
| | Comments: Supermajority vote requirements can act as impediments to takeover proposals and impede shareholders' ability to approve ballot items that are in their interests | | | | | |
| | | | | | | | | | | | | | | | |
WELLS FARGO & COMPANY
| | | | | | | | |
Security | | | 949746101 | | | | | Meeting Type | Annual |
Ticker Symbol | | WFC | | | | | Meeting Date | 28-Apr-2020 |
Record Date | | 28-Feb-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Increase Disclosure of Executive Compensation
| Shareholder | | Against | | Against |
6. | | S/H Proposal - Create a Non-Discriminatory Sexual Orientation Policy
| Shareholder | | Against | | Against |
ANHEUSER-BUSCH INBEV SA
| | | | | | | | |
Security | | | 03524A108 | | | | | Meeting Type | Annual |
Ticker Symbol | | BUD | | | | | Meeting Date | 29-Apr-2020 |
Record Date | | 20-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A | Approve Article Amendments | | | | Management | | For | | For |
1B | Approve Article Amendments | | | | Management | | For | | For |
1C | Approve Article Amendments | | | | Management | | For | | For |
5 | | Receive Consolidated Financial Statements | | Management | | For | | For |
6 | | Director Removal Without Cause | | | Management | | For | | For |
7 | | Director Removal Without Cause | | | Management | | For | | For |
8A | Election of Directors (Majority Voting) | | | Management | | For | | For |
8B | Election of Directors (Majority Voting) | | | Management | | For | | For |
8C | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8D | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8E | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8F | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8G | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8H | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8I | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8J | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8K | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
9 | | Approve Remuneration of Directors and Auditors | Management | | Against | | For |
| | Comments: LTI awards are not performance based; Poor overall compensation disclosure; Poor response to prior year dissent | | | | | |
10 | Miscellaneous Corporate Actions | | | Management | | For | | For |
| | | | | | | | | | | | | | | | |
THE GOLDMAN SACHS GROUP, INC.
| | | | | | | |
Security | | | 38141G104 | | | | | Meeting Type | Annual |
Ticker Symbol | | GS | | | | | | Meeting Date | 30-Apr-2020 |
Record Date | | 02-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Shareholder action by written consent enables shareholders to take action on important issues that arise between annual meetings | | | | | |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
BRISTOL-MYERS SQUIBB COMPANY
| | | | | | | |
Security | | | 110122108 | | | | | Meeting Type | Annual |
Ticker Symbol | | BMY | | | | | | Meeting Date | 05-May-2020 |
Record Date | | 16-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Separate Chairman/Coe | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Shareholder action by written consent enables shareholders to take action on important issues that arise between annual meetings | | | | | |
| | | | | | | | | | | | | | | | |
VERIZON COMMUNICATIONS INC.
| | | | | | | | |
Security | | | 92343V104 | | | | | Meeting Type | Annual |
Ticker Symbol | | VZ | | | | | | Meeting Date | 07-May-2020 |
Record Date | | 09-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1a. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1b. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1c. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1d. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1e. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1f. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1g. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1h. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1i. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 10% threshold for calling a special meeting is appropriate | | | |
6. | | S/H Proposal - Political/Government | | | Shareholder | | Against | | Against |
7. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
8. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
THE KRAFT HEINZ COMPANY
| | | | | | | | |
Security | | | 500754106 | | | | | Meeting Type | Annual |
Ticker Symbol | | KHC | | | | | Meeting Date | 07-May-2020 |
Record Date | | 09-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1B. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1C. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1D. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1E. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1F. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
2. | | 14A Executive Compensation | | | | Management | | Against | | For |
| | Comments: Concerning pay practices | | | | | | | |
3. | | Adopt Omnibus Stock Option Plan | | | Management | | For | | For |
4. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Supermajority vote requirements can act as impediments to shareholders being able to approve ballot items that are in their interests | | | | | |
SIMON PROPERTY GROUP, INC.
| | | | | | | | |
Security | | | 828806109 | | | | | Meeting Type | Annual |
Ticker Symbol | | SPG | | | | | Meeting Date | 12-May-2020 |
Record Date | | 16-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1a. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1b. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1c. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1d. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1e. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1f. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1g. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1h. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1i. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1j. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
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LABORATORY CORP. OF AMERICA HOLDINGS
| | | | | | | |
Security | | | 50540R409 | | | | | Meeting Type | Annual |
Ticker Symbol | | LH | | | | | | Meeting Date | 13-May-2020 |
Record Date | | 25-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 10% threshold for calling a special meeting is appropriate | | | |
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COMPASS MINERALS INTERNATIONAL, INC.
| | | | | | | |
Security | | | 20451N101 | | | | | Meeting Type | Annual |
Ticker Symbol | | CMP | | | | | Meeting Date | 14-May-2020 |
Record Date | | 16-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1. | | Eliminate Supermajority Requirements | | | Management | | For | | For |
2A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | Against | | For |
| | Comments: Pay and performance disconnect | | | | | | |
4. | | Approve Stock Compensation Plan | | | Management | | For | | For |
5. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
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INTEL CORPORATION
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Security | | | 458140100 | | | | | Meeting Type | Annual |
Ticker Symbol | | INTC | | | | | Meeting Date | 14-May-2020 |
Record Date | | 16-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | Amend Employee Stock Purchase Plan | | | Management | | For | | For |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
6. | | S/H Proposal - Create a Non-Discriminatory Sexual Orientation Policy | Shareholder | | Against | | Against |
CVS HEALTH CORPORATION
| | | | | | | | |
Security | | | 126650100 | | | | | Meeting Type | Annual |
Ticker Symbol | | CVS | | | | | | Meeting Date | 14-May-2020 |
Record Date | | 18-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | Against | | For |
| | Comments: Concerning pay practices | | | | | | | |
4. | | Approve Stock Compensation Plan | | | Management | | For | | For |
5. | | Amend Employee Stock Purchase Plan | | | Management | | For | | For |
6. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: The Company's 25% ownership threshold is too high to provide shareholders with a meaningful right to action by written consent | | | | | |
7. | | S/H Proposal - Establish Independent Chairman | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
NORDSTROM, INC.
| | | | | | | | | | |
Security | | | 655664100 | | | | | Meeting Type | Annual |
Ticker Symbol | | JWN | | | | | Meeting Date | 20-May-2020 |
Record Date | | 11-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | Amend Stock Compensation Plan | | | Management | | Against | | For |
| | Comments: Minimum equity overhang of all plans, including this proposal, as a percentage of outstanding common stock, is 23.70%. | | | | | |
5. | | Amend Employee Stock Purchase Plan | | | Management | | For | | For |
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PLAINS ALL AMERICAN PIPELINE, L.P.
| | | | | | | |
Security | | | 726503105 | | | | | Meeting Type | Annual |
Ticker Symbol | | PAA | | | | | | Meeting Date | 20-May-2020 |
Record Date | | 23-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1. | | Election of Directors | | | | | Management | | | | |
| | | 1 | Alexandra Pruner | | | | | | For | | For |
| | | 2 | Lawrence Ziemba | | | | | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | Against | | For |
| | Comments: Concerning pay practices | | | | | | | |
MCDONALD'S CORPORATION
| | | | | | | | |
Security | | | 580135101 | | | | | Meeting Type | Annual |
Ticker Symbol | | MCD | | | | | Meeting Date | 21-May-2020 |
Record Date | | 23-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | Against | | For |
| | Comments: Former CEO's equity treatment upon separation | | | | |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | Amend Omnibus Stock Option Plan | | | Management | | For | | For |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 15% threshold for calling a special meeting is appropriate | | | |
6. | | S/H Proposal - Environmental | | | | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
STERICYCLE, INC.
| | | | | | | | | | |
Security | | | 858912108 | | | | | Meeting Type | Annual |
Ticker Symbol | | SRCL | | | | | Meeting Date | 22-May-2020 |
Record Date | | 27-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1a. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1b. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1c. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1d. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1e. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1f. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1g. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1h. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1i. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1j. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1k. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1l. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Amend Employee Stock Purchase Plan | | | Management | | For | | For |
4. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 15% threshold for calling a special meeting is appropriate | | | |
6. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Expanding the Company's clawback policy could protect shareholder interests | |
| | | | | | | | | | | | | | | | |
MERCK & CO., INC.
| | | | | | | | | | |
Security | | | 58933Y105 | | | | | Meeting Type | Annual |
Ticker Symbol | | MRK | | | | | Meeting Date | 26-May-2020 |
Record Date | | 27-Mar-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1M. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
EXXON MOBIL CORPORATION
| | | | | | | | |
Security | | | 30231G102 | | | | | Meeting Type | Annual |
Ticker Symbol | | XOM | | | | | Meeting Date | 27-May-2020 |
Record Date | | 02-Apr-2020 | | | | | | | | |
Item |
Proposal | | | | | | | | Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | S/H Proposal - Establish Independent Chairman
| Shareholder | | Against | | Against |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
6. | | S/H Proposal - Environmental | | | | Shareholder | | Against | | Against |
7. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Additional disclosure concerning climate change-related risks is warranted | | |
8. | | S/H Proposal - Political/Government | | | Shareholder | | Against | | Against |
9. | | S/H Proposal - Political/Government | | | Shareholder | | Against | | Against |
| | | | | | | | | | | | | | | | |
FACEBOOK, INC.
| | | | | | | | | | | |
Security | | | 30303M102 | | | | | Meeting Type | Annual |
Ticker Symbol | | FB | | | | | | Meeting Date | 27-May-2020 |
Record Date | | 03-Apr-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1. | | Election of Directors | | | | | Management | | | | |
| | | 1 | Peggy Alford | | | | | | | For | | For |
| | | 2 | Marc L. Andreessen | | | | | | For | | For |
| | | 3 | Andrew W. Houston | | | | | | For | | For |
| | | 4 | Nancy Killefer | | | | | | For | | For |
| | | 5 | Robert M. Kimmitt | | | | | | For | | For |
| | | 6 | Sheryl K. Sandberg | | | | | | For | | For |
| | | 7 | Peter A. Thiel | | | | | | | For | | For |
| | | 8 | Tracey T. Travis | | | | | | For | | For |
| | | 9 | Mark Zuckerberg | | | | | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | Miscellaneous Compensation Plans | | | Management | | For | | For |
4. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Allowing one vote per share generally operates as a safeguard for common shareholders | | | | | |
5. | | S/H Proposal - Establish Independent Chairman | Shareholder | | Against | | Against |
6. | | S/H Proposal - Election of Directors By Majority Vote | Shareholder | | For | | Against |
| | Comments: Majority voting increases board accountability and performance | | |
7. | | S/H Proposal - Political/Government | | | Shareholder | | For | | Against |
| | Comments: Additional disclosure concerning how the Company is managing political advertising is warranted | | | | | |
8. | | S/H Proposal - Human Rights Related | | | Shareholder | | For | | Against |
| | Comments: Adoption of proposal would promote board independence and enhanced oversight of human rights | | | | | |
9. | | S/H Proposal - Human Rights Related | | | Shareholder | | For | | Against |
| | Comments: Additional reporting concerning human rights-related oversight is warranted | |
10. | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Increased disclosure will provide shareholders assurance that the Company is managing associated risks as it grows its encrypted messaging services | | | | | |
11. | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Increased disclosure would allow shareholders to fully understand the steps the Company is taking to ensure equitable compensation | | | | | |
DUPONT DE NEMOURS INC
| | | | | | | | |
Security | | | 26614N102 | | | | | Meeting Type | Annual |
Ticker Symbol | | DD | | | | | | Meeting Date | 27-May-2020 |
Record Date | | 06-Apr-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | 14A Executive Compensation | | | | Management | | For | | For |
3. | | Approve Stock Compensation Plan | | | Management | | For | | For |
4. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
5. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 10% threshold for calling a special meeting is appropriate | | | |
6. | | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
| | | | | | | | | |
AMAZON.COM, INC.
| | | | | | | | | | |
Security | | | 023135106 | | | | | Meeting Type | Annual |
Ticker Symbol | | AMZN | | | | | Meeting Date | 27-May-2020 |
Record Date | | 02-Apr-2020 | | | | | | | | |
Item
|
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
4. | | Approve Charter Amendment | | | | Management | | Against | | For |
| | Comments: A 20% special meeting threshold as proposed in Proposal 14 is preferable to 25% |
5. | | S/H Proposal - Adopt Conservation Policy | | | Shareholder | | Against | | Against |
6. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: An assessment of the Company's customer due diligence could benefit shareholders | | | | | |
7. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Additional disclosure on the financial and operational risks associated with the use of Rekognition would benefit shareholders | | | | | |
8. | | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Additional disclosure on the Company's efforts to address hate speech and the sale of offensive products is warranted
| | | | | |
9. | | S/H Proposal - Establish Independent Chairman | Shareholder | | Against | | Against |
10. | S/H Proposal - Create a Non-Discriminatory Sexual Orientation Policy | Shareholder | | Against | | Against |
11. | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
12. | S/H Proposal - Create a Non-Discriminatory Sexual Orientation Policy | Shareholder | | Against | | Against |
13. | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: Production of requested report would give shareholders critical information concerning the Company's management of diversity-related issues | | | | | |
14. | S/H Proposal - Corporate Governance | | | Shareholder | | For | | Against |
| | Comments: A 20% special meeting threshold is preferable to the 25% proposed by the Company | | | | | |
15. | S/H Proposal - Corporate Governance | | | Shareholder | | Against | | Against |
16. | S/H Proposal - Political/Government | | | Shareholder | | Against | | Against |
BIOGEN INC.
| | | | | | | | | | | | | |
Security | | | 09062X103 | | | | | Meeting Type | Annual |
Ticker Symbol | | BIIB | | | | | | Meeting Date | 03-Jun-2020 |
Record Date | | 06-Apr-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1B. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1C. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1D. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1E. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1F. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1G. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1H. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1I. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1J. | | Election of Directors (Majority Voting) | | | Management | | For | | For |
1K. | Election of Directors (Majority Voting) | | | Management | | For | | For |
1L. | Election of Directors (Majority Voting) | | | Management | | For | | For |
2. | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
3. | | 14A Executive Compensation | | | | Management | | For | | For |
| | | | | | | | | | |
ANHEUSER-BUSCH INBEV SA
| | | | | | | | |
Security | | | 03524A108 | | | | | Meeting Type | Annual |
Ticker Symbol | | BUD | | | | | Meeting Date | 03-Jun-2020 |
Record Date | | 27-Apr-2020 | | | | | | | | |
Item |
Proposal | | | | | | | |
Type | |
Vote | |
Mgt. Rec |
1A | Approve Article Amendments | | | | Management | | For | | For |
1B | Approve Article Amendments | | | | Management | | For | | For |
1C | Approve Article Amendments | | | | Management | | For | | For |
5 | | Ratify Appointment of Independent Auditors | | Management | | For | | For |
6 | | Director Removal Without Cause | | | Management | | For | | For |
7 | | Miscellaneous Corporate Actions | | | Management | | For | | For |
8A | Election of Directors (Majority Voting) | | | Management | | For | | For |
8B | Election of Directors (Majority Voting) | | | Management | | For | | For |
8C | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8D | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8E | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8F | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8G | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8H | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8I | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8J | | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
8K | Election of Directors (Majority Voting) | | | Management | | Against | | For |
| | Comments: Board is not majority independent. | | | | | | |
9 | | Approve Remuneration of Directors and Auditors | Management | | Against | | For |
| | Comments: LTI awards are not performance based; Poor overall compensation disclosure; Poor response to prior year dissent | | | | | |
10 | Miscellaneous Corporate Actions | | | Management | | For | | For |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Hillman Capital Management Investment Trust |
| |
| |
| /s/ Mark A. Hillman
|
By:
| Mark A. Hillman President and Principal Executive Officer |
| |
Date:
| July 29, 2020 |