UNITED STATES
SECURITIES AND EXCHANCE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEET INVESTENT COMPANY
Investment Company Act file number: 811-21120
Conestoga Funds
(Exact name of registrant as specified in charter)
Conestoga Capital Advisors, 550 E. Swedesford Rd., Ste. 120, Wayne PA 19087
(Address of principal executive offices)(Zip code)
Conestoga Capital Advisors
550 E. Swedesford Rd., Ste. 120, Wayne PA 19087
(Name and address of agent for service)
Registrant’s telephone number, including area code: 800-320-7790
Date of fiscal year end: September 30
Date of reporting period: July 1, 2022 – June 30, 2023
CONESTOGA SMALL CAP FUND
Investment Company Report | ||||||||||||||||
OMEGA FLEX, INC. | ||||||||||||||||
Security | 682095104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OFLX | Meeting Date | 12-Jul-2022 | |||||||||||||
ISIN | US6820951043 | Agenda | 935642872 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class 2 Director for a three-year term expiring at the 2025 annual meeting: J. Nicholas Filler | Management | For | For | For | |||||||||||
1.2 | Election of Class 2 Director for a three-year term expiring at the 2025 annual meeting: Derek W. Glanvill | Management | Withheld | For | Against | |||||||||||
2. | To ratify the appointment of independent auditors by the audit committee of the board of directors for the fiscal year ending December 31, 2022. | Management | For | For | For | |||||||||||
COMPUTER SERVICES, INC. | ||||||||||||||||
Security | 20539A105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CSVI | Meeting Date | 14-Jul-2022 | |||||||||||||
ISIN | US20539A1051 | Agenda | 935680341 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve three-year terms: Michael Carter | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve three-year terms: Steven A. Powless | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve three-year terms: Robert L. Walker | Management | For | For | For | |||||||||||
2. | Shareholder ratification of the selection of BKD, LLP as independent auditors for the fiscal year ending February 28, 2023. | Management | For | For | For | |||||||||||
NEOGEN CORPORATION | ||||||||||||||||
Security | 640491106 | Meeting Type | Special | |||||||||||||
Ticker Symbol | NEOG | Meeting Date | 17-Aug-2022 | |||||||||||||
ISIN | US6404911066 | Agenda | 935691914 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To approve the issuance of shares of Neogen common stock (the "Share Issuance") in connection with the Merger contemplated by the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated as of December 13, 2021, by and among 3M Company, Garden SpinCo Corporation, Neogen Corporation ("Neogen") and Nova RMT Sub, Inc. (the "Share Issuance Proposal"). | Management | For | For | For | |||||||||||
2. | To approve the amendment of Neogen's Restated Articles of Incorporation, as amended, to (a) increase the number of authorized shares of Neogen common stock from 240,000,000 shares of Neogen common stock to 315,000,000 shares of Neogen common stock and (b) increase the maximum number of directors on the Neogen board of directors (the "Board") from nine directors to eleven directors (the "Charter Amendment Proposal"). | Management | For | For | For | |||||||||||
3. | To approve the amendment of Neogen's bylaws to increase the maximum number of directors that may comprise the Board from nine directors to eleven directors (the "Bylaw Board Size Proposal"). | Management | For | For | For | |||||||||||
4. | To approve the amendment of Neogen's bylaws in order to authorize the Board to amend the bylaws without obtaining the prior approval of Neogen's shareholders. | Management | Against | For | Against | |||||||||||
5. | To approve the adjournment of the special meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve the Share Issuance Proposal, the Charter Amendment Proposal or the Bylaw Board Size Proposal. | Management | For | For | For | |||||||||||
MESA LABORATORIES, INC. | ||||||||||||||||
Security | 59064R109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MLAB | Meeting Date | 26-Aug-2022 | |||||||||||||
ISIN | US59064R1095 | Agenda | 935687371 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | J. Alltoft | For | For | For | ||||||||||||
2 | S. Hall | For | For | For | ||||||||||||
3 | S. Ladiwala | For | For | For | ||||||||||||
4 | G. Owens | For | For | For | ||||||||||||
5 | J. Schmieder | For | For | For | ||||||||||||
6 | J. Sullivan | For | For | For | ||||||||||||
7 | T. Tripeny | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers as disclosed in the Compensation Discussion and Analysis section and the Executive Compensation section of our Proxy Statement. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Plante & Moran, PLLC ("The Audit Firm") as the Company's independent registered public accounting firm for the year ended March 31, 2023 (the "Ratification of Auditors Proposal"). | Management | For | For | For | |||||||||||
4. | To approve, on an advisory basis, the frequency with which the Company's shareholders shall have the advisory vote on compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
TRANSCAT, INC. | ||||||||||||||||
Security | 893529107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TRNS | Meeting Date | 07-Sep-2022 | |||||||||||||
ISIN | US8935291075 | Agenda | 935690683 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Charles P. Hadeed | For | For | For | ||||||||||||
2 | Cynthia Langston | For | For | For | ||||||||||||
3 | Paul D. Moore | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Freed Maxick CPAs, P.C. as our independent registered public accounting firm for the fiscal year ending March 25, 2023. | Management | For | For | For | |||||||||||
RBC BEARINGS INCORPORATED | ||||||||||||||||
Security | 75524B104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROLL | Meeting Date | 08-Sep-2022 | |||||||||||||
ISIN | US75524B1044 | Agenda | 935690330 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Michael H. Ambrose | Management | For | For | For | |||||||||||
1b. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Daniel A. Bergeron | Management | For | For | For | |||||||||||
1c. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Edward D. Stewart | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
3. | To consider a resolution regarding the stockholder advisory vote on named executive officer compensation. | Management | For | For | For | |||||||||||
NEOGEN CORPORATION | ||||||||||||||||
Security | 640491106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NEOG | Meeting Date | 06-Oct-2022 | |||||||||||||
ISIN | US6404911066 | Agenda | 935707628 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | JOHN E. ADENT | For | For | For | ||||||||||||
2 | WILLIAM T. BOEHM, PH.D. | For | For | For | ||||||||||||
3 | JAMES P. TOBIN | For | For | For | ||||||||||||
2. | TO APPROVE, BY NON-BINDING ADVISORY VOTE, THE COMPENSATION OF EXECUTIVES. | Management | For | For | For | |||||||||||
3. | RATIFICATION OF APPOINTMENT OF BDO USA LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | Management | For | For | For | |||||||||||
MERCURY SYSTEMS, INC. | ||||||||||||||||
Security | 589378108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MRCY | Meeting Date | 26-Oct-2022 | |||||||||||||
ISIN | US5893781089 | Agenda | 935714661 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I Director to serve for a three-year term: William L. Ballhaus | Management | For | For | For | |||||||||||
1.2 | Election of Class I Director to serve for a three-year term: Lisa S. Disbrow | Management | For | For | For | |||||||||||
1.3 | Election of Class I Director to serve for a three-year term: Howard L. Lance | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | Against | For | Against | |||||||||||
3. | To approve our amended and restated 2018 stock incentive plan. | Management | For | For | For | |||||||||||
4. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2023. | Management | For | For | For | |||||||||||
5. | To consider and act upon any other business that may properly come before the meeting or any adjournment or postponement of the meeting. | Management | Against | For | Against | |||||||||||
PAYCOR HCM, INC | ||||||||||||||||
Security | 70435P102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PYCR | Meeting Date | 26-Oct-2022 | |||||||||||||
ISIN | US70435P1021 | Agenda | 935709456 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Whitney Bouck | For | For | For | ||||||||||||
2 | Scott Miller | For | For | For | ||||||||||||
3 | Jason Wright | For | For | For | ||||||||||||
2. | To ratify the appointment of Ernst & Young LLP as Paycor's independent registered public accounting firm for the fiscal year ending June 30, 2023. | Management | For | For | For | |||||||||||
COMPUTER SERVICES, INC. | ||||||||||||||||
Security | 20539A105 | Meeting Type | Special | |||||||||||||
Ticker Symbol | CSVI | Meeting Date | 09-Nov-2022 | |||||||||||||
ISIN | US20539A1051 | Agenda | 935720602 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To consider and vote on the proposal to approve the Agreement and Plan of Merger, dated as of August 20, 2022, (the "Merger Agreement"), by and among Catalyst Top Parent, Inc., a Delaware corporation ("Parent"), Catalyst Merger Sub, Inc., a Kentucky corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and Computer Services, Inc. ("CSI"). Pursuant to the terms of the Merger Agreement, Merger Sub will merge with and into CSI and the separate corporate existence of Merger Sub will cease, with CSI continuing as the surviving corporation. | Management | For | For | For | |||||||||||
2. | To consider and vote on 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 the Merger Agreement at the time of the Special Meeting. | Management | For | For | For | |||||||||||
WD-40 COMPANY | ||||||||||||||||
Security | 929236107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WDFC | Meeting Date | 13-Dec-2022 | |||||||||||||
ISIN | US9292361071 | Agenda | 935727834 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Steven A. Brass | Management | For | For | For | |||||||||||
1b. | Election of Director: Cynthia B. Burks | Management | For | For | For | |||||||||||
1c. | Election of Director: Daniel T. Carter | Management | For | For | For | |||||||||||
1d. | Election of Director: Melissa Claassen | Management | For | For | For | |||||||||||
1e. | Election of Director: Eric P. Etchart | Management | For | For | For | |||||||||||
1f. | Election of Director: Lara L. Lee | Management | For | For | For | |||||||||||
1g. | Election of Director: Edward O. Magee, Jr. | Management | For | For | For | |||||||||||
1h. | Election of Director: Trevor I. Mihalik | Management | For | For | For | |||||||||||
1i. | Election of Director: Graciela I. Monteagudo | Management | For | For | For | |||||||||||
1j. | Election of Director: David B. Pendarvis | Management | For | For | For | |||||||||||
1k. | Election of Director: Gregory A. Sandfort | Management | For | For | For | |||||||||||
1l. | Election of Director: Anne G. Saunders | Management | For | For | For | |||||||||||
2. | To hold an advisory vote to approve executive compensation. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
AZENTA, INC. | ||||||||||||||||
Security | 114340102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | AZTA | Meeting Date | 31-Jan-2023 | |||||||||||||
ISIN | US1143401024 | Agenda | 935750530 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Frank E. Casal | For | For | For | ||||||||||||
2 | Robyn C. Davis | For | For | For | ||||||||||||
3 | Joseph R. Martin | For | For | For | ||||||||||||
4 | Erica J. McLaughlin | For | For | For | ||||||||||||
5 | Tina S. Nova | For | For | For | ||||||||||||
6 | Krishna G. Palepu | For | For | For | ||||||||||||
7 | Dorothy E. Puhy | For | For | For | ||||||||||||
8 | Michael Rosenblatt | For | For | For | ||||||||||||
9 | Stephen S. Schwartz | For | For | For | ||||||||||||
10 | Ellen M. Zane | For | For | For | ||||||||||||
2. | To approve by a non-binding advisory vote the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
ESCO TECHNOLOGIES INC. | ||||||||||||||||
Security | 296315104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ESE | Meeting Date | 03-Feb-2023 | |||||||||||||
ISIN | US2963151046 | Agenda | 935750516 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Patrick M. Dewar | Management | For | For | For | |||||||||||
1.2 | Election of Director: Vinod M. Khilnani | Management | For | For | For | |||||||||||
1.3 | Election of Director: Robert J. Phillippy | Management | Withheld | For | Against | |||||||||||
2. | To approve an extension and certain amendments of the Company's 2018 Omnibus Incentive Plan. | Management | For | For | For | |||||||||||
3. | Say on Pay - an advisory vote to approve the compensation of the Company's executive officers. | Management | For | For | For | |||||||||||
4. | Say on Pay Frequency - an advisory vote on the frequency of the advisory votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
5. | To ratify the appointment of the Company's independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
EVOQUA WATER TECHNOLOGIES CORP. | ||||||||||||||||
Security | 30057T105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | AQUA | Meeting Date | 07-Feb-2023 | |||||||||||||
ISIN | US30057T1051 | Agenda | 935751241 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Ron C. Keating | For | For | For | ||||||||||||
2 | Martin J. Lamb | For | For | For | ||||||||||||
3 | Peter M. Wilver | For | For | For | ||||||||||||
2. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
SIMULATIONS PLUS, INC. | ||||||||||||||||
Security | 829214105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SLP | Meeting Date | 09-Feb-2023 | |||||||||||||
ISIN | US8292141053 | Agenda | 935750225 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Walter S. Woltosz | For | For | For | ||||||||||||
2 | Dr. John K. Paglia | For | For | For | ||||||||||||
3 | Dr. Daniel Weiner | For | For | For | ||||||||||||
4 | Dr. Lisa LaVange | For | For | For | ||||||||||||
5 | Sharlene Evans | For | For | For | ||||||||||||
2. | Ratification of the selection of Rose, Snyder & Jacobs LLP as the independent registered public accounting firm for the Company for the fiscal year ending August 31, 2023. | Management | For | For | For | |||||||||||
3. | Approval of an amendment to the Company's 2021 Equity Incentive Plan to increase the number of shares authorized for issuance thereunder from 1,300,000 shares to 1,550,000 shares of common stock of the Company. | Management | For | For | For | |||||||||||
4. | Approval on an advisory, non-binding basis, of named executive officer compensation. | Management | For | For | For | |||||||||||
MODEL N, INC. | ||||||||||||||||
Security | 607525102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MODN | Meeting Date | 16-Feb-2023 | |||||||||||||
ISIN | US6075251024 | Agenda | 935753500 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Tim Adams | For | For | For | ||||||||||||
2 | Manisha Shetty Gulati | For | For | For | ||||||||||||
3 | Scott Reese | For | For | For | ||||||||||||
2. | To approve the amendment and restatement of the Company's 2021 Equity Incentive Plan. | Management | For | For | For | |||||||||||
3. | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
4. | To approve a non-binding advisory vote on the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
CONSTRUCTION PARTNERS INC | ||||||||||||||||
Security | 21044C107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROAD | Meeting Date | 23-Feb-2023 | |||||||||||||
ISIN | US21044C1071 | Agenda | 935761228 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Craig Jennings | Management | For | For | For | |||||||||||
1b. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Mark R. Matteson | Management | Withheld | For | Against | |||||||||||
2. | Proposal to ratify the appointment of RSM US LLP as the Company's independent registered public accountants for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
3. | Proposal to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company. | Management | Against | For | Against | |||||||||||
FIRSTSERVICE CORPORATION | ||||||||||||||||
Security | 33767E202 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | FSV | Meeting Date | 06-Apr-2023 | |||||||||||||
ISIN | CA33767E2024 | Agenda | 935782652 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1 | DIRECTOR | Management | ||||||||||||||
1 | Yousry Bissada | For | For | For | ||||||||||||
2 | Elizabeth Carducci | For | For | For | ||||||||||||
3 | Steve H. Grimshaw | For | For | For | ||||||||||||
4 | Jay S. Hennick | For | For | For | ||||||||||||
5 | D. Scott Patterson | For | For | For | ||||||||||||
6 | Frederick F. Reichheld | For | For | For | ||||||||||||
7 | Joan Eloise Sproul | For | For | For | ||||||||||||
8 | Erin J. Wallace | For | For | For | ||||||||||||
2 | Appointment of PricewaterhouseCoopers LLP, Chartered Accountants and Licensed Public Accountants as Auditor of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. | Management | For | For | For | |||||||||||
3 | Approving an amendment to the FirstService Stock Option Plan to increase the maximum number of Common Shares reserved for issuance pursuant to the exercise of stock options granted thereunder, and to ratify and approve the issuance of certain stock options granted to certain employees of the Corporation, all as more particularly set forth and described in the accompanying Management Information Circular. | Management | For | For | For | |||||||||||
4 | An advisory resolution on the Corporation's approach to executive compensation as set out in the accompanying Management Information Circular. | Management | For | For | For | |||||||||||
DOUGLAS DYNAMICS, INC | ||||||||||||||||
Security | 25960R105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PLOW | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US25960R1059 | Agenda | 935797778 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Joher Akolawala | Management | For | For | For | |||||||||||
1.2 | Election of Director: James L. Janik | Management | For | For | For | |||||||||||
2. | Advisory vote (non-binding) to approve the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Advisory vote (non-binding) on the frequency of future advisory stockholder votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | The ratification of the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
SIMPSON MANUFACTURING CO., INC. | ||||||||||||||||
Security | 829073105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SSD | Meeting Date | 26-Apr-2023 | |||||||||||||
ISIN | US8290731053 | Agenda | 935778994 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to hold office until the next annual meeting: James S. Andrasick | Management | For | For | For | |||||||||||
1b. | Election of Director to hold office until the next annual meeting: Jennifer A. Chatman | Management | For | For | For | |||||||||||
1c. | Election of Director to hold office until the next annual meeting: Gary M. Cusumano | Management | For | For | For | |||||||||||
1d. | Election of Director to hold office until the next annual meeting: Philip E. Donaldson | Management | For | For | For | |||||||||||
1e. | Election of Director to hold office until the next annual meeting: Celeste Volz Ford | Management | For | For | For | |||||||||||
1f. | Election of Director to hold office until the next annual meeting: Kenneth D. Knight | Management | For | For | For | |||||||||||
1g. | Election of Director to hold office until the next annual meeting: Robin G. MacGillivray | Management | For | For | For | |||||||||||
1h. | Election of Director to hold office until the next annual meeting: Michael Olosky | Management | For | For | For | |||||||||||
2. | Approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Approve, on an advisory basis, the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratify the selection of Grant Thornton LLP as the Company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
VERICEL CORPORATION | ||||||||||||||||
Security | 92346J108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | VCEL | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US92346J1088 | Agenda | 935786674 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Robert L. Zerbe | For | For | For | ||||||||||||
2 | Alan L. Rubino | For | For | For | ||||||||||||
3 | Heidi Hagen | For | For | For | ||||||||||||
4 | Steven C. Gilman | For | For | For | ||||||||||||
5 | Kevin F. McLaughlin | For | For | For | ||||||||||||
6 | Paul K. Wotton | For | For | For | ||||||||||||
7 | Dominick C. Colangelo | For | For | For | ||||||||||||
8 | Lisa Wright | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of Vericel Corporation's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of PricewaterhouseCoopers LLP as Vericel Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
TREX COMPANY, INC. | ||||||||||||||||
Security | 89531P105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TREX | Meeting Date | 04-May-2023 | |||||||||||||
ISIN | US89531P1057 | Agenda | 935786369 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Jay M. Gratz | Management | For | For | For | |||||||||||
1.2 | Election of Director: Ronald W. Kaplan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Gerald Volas | Management | For | For | For | |||||||||||
2. | Non-binding advisory vote on executive compensation ("say-on-pay"). | Management | For | For | For | |||||||||||
3. | Non-binding advisory vote on the frequency of future advisory votes on the compensation of named executive officers ("say-on-frequency"). | Management | 1 Year | 1 Year | For | |||||||||||
4. | Approve the Trex Company, Inc. 2023 Stock Incentive Plan. | Management | For | For | For | |||||||||||
5. | Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
FOX FACTORY HOLDING CORP. | ||||||||||||||||
Security | 35138V102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FOXF | Meeting Date | 05-May-2023 | |||||||||||||
ISIN | US35138V1026 | Agenda | 935786636 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director (term expires in 2026): Elizabeth A. Fetter | Management | Withheld | For | Against | |||||||||||
1.2 | Election of Director (term expires in 2026): Dudley W. Mendenhall | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Grant Thornton LLP as our independent public accountants for fiscal year 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the resolution approving the compensation of Fox Factory Holding Corp.'s named executive officers. | Management | For | For | For | |||||||||||
4. | To approve, an amendment to our current Amended and Restated Certificate of Incorporation to allow for the exculpation of officers. | Management | Against | For | Against | |||||||||||
5. | To approve, an amendment and restatement of our current Amended and Restated Certificate of Incorporation to update, clarify and remove outdated provisions. | Management | For | For | For | |||||||||||
BLACKLINE, INC. | ||||||||||||||||
Security | 09239B109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BL | Meeting Date | 10-May-2023 | |||||||||||||
ISIN | US09239B1098 | Agenda | 935791574 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Therese Tucker | For | For | For | ||||||||||||
2 | Thomas Unterman | For | For | For | ||||||||||||
3 | Amit Yoran | For | For | For | ||||||||||||
2. | To ratify the appointment of PricewaterhouseCoopers LLP ("PwC") as the Company's independent registered public accounting firm for its fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Approval, on a non-binding, advisory basis, of the 2022 compensation of the Company's named executive officers. | Management | Against | For | Against | |||||||||||
NOVANTA INC. | ||||||||||||||||
Security | 67000B104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NOVT | Meeting Date | 10-May-2023 | |||||||||||||
ISIN | CA67000B1040 | Agenda | 935830136 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A | ELECTION OF DIRECTORS: Election of Director: Lonny J. Carpenter | Management | For | For | For | |||||||||||
1B | Election of Director: Matthijs Glastra | Management | For | For | For | |||||||||||
1C | Election of Director: Barbara B. Hulit | Management | For | For | For | |||||||||||
1D | Election of Director: Maxine L. Mauricio | Management | For | For | For | |||||||||||
1E | Election of Director: Katherine A. Owen | Management | For | For | For | |||||||||||
1F | Election of Director: Thomas N. Secor | Management | For | For | For | |||||||||||
1G | Election of Director: Darlene J.S. Solomon | Management | For | For | For | |||||||||||
1H | Election of Director: Frank A. Wilson | Management | For | For | For | |||||||||||
2 | Approval, on an advisory (non-binding) basis, of the Company's executive compensation. | Management | For | For | For | |||||||||||
3 | To appoint PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to serve until the 2024 Annual Meeting of Shareholders. | Management | For | For | For | |||||||||||
EVOQUA WATER TECHNOLOGIES CORP. | ||||||||||||||||
Security | 30057T105 | Meeting Type | Special | |||||||||||||
Ticker Symbol | AQUA | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US30057T1051 | Agenda | 935836974 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Merger Proposal -- To adopt the Agreement and Plan of Merger, dated as of January 22, 2023 (as amended from time to time), by and among Xylem Inc., Fore Merger Sub, Inc. and Evoqua Water Technologies Corp. (the "Merger Proposal"). | Management | For | For | For | |||||||||||
2. | Advisory Compensation Proposal -- To approve, on an advisory (non-binding) basis, the compensation that will or may be paid to Evoqua Water Technologies Corp.'s named executive officers in connection with the merger. | Management | For | For | For | |||||||||||
3. | Adjournment Proposal -- To approve the adjournment of the Evoqua Water Technologies Corp. Special Meeting to solicit additional proxies if there are not sufficient votes cast at the Evoqua Water Technologies Corp. Special Meeting to approve the Merger Proposal or to ensure that any supplemental or amended disclosure, including any supplement or amendment to the joint proxy statement/prospectus, is timely provided to Evoqua Water Technologies Corp. stockholders. | Management | For | For | For | |||||||||||
NATIONAL RESEARCH CORPORATION | ||||||||||||||||
Security | 637372202 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NRC | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US6373722023 | Agenda | 935831443 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | ELECTION OF DIRECTOR TERMS EXPIRING AT THE 2026 ANNUAL MEETING: Parul Bhandari | Management | For | For | For | |||||||||||
1b. | ELECTION OF DIRECTOR TERMS EXPIRING AT THE 2026 ANNUAL MEETING: Penny A. Wheeler | Management | For | For | For | |||||||||||
2. | VOTE ON THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2023. | Management | For | For | For | |||||||||||
3. | NON-BINDING, ADVISORY VOTE ON THE APPROVAL OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE ACCOMPANYING PROXY STATEMENT. | Management | For | For | For | |||||||||||
4. | NON-BINDING, ADVISORY VOTE ON THE FREQUENCY OF FUTURE NON- BINDING, ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION. | Management | 1 Year | 1 Year | For | |||||||||||
PROS HOLDINGS, INC. | ||||||||||||||||
Security | 74346Y103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PRO | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US74346Y1038 | Agenda | 935796423 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Greg B. Petersen | For | For | For | ||||||||||||
2 | Timothy V. Williams | For | For | For | ||||||||||||
2. | Advisory vote on named executive officer compensation. | Management | For | For | For | |||||||||||
3. | Approval of amendments to our Amended and Restated 2017 Equity Incentive Plan to, among other items, increase the number of shares authorized for issuance by 2.9 million shares. | Management | For | For | For | |||||||||||
4. | To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of PROS Holdings, Inc. for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
5. | Advisory Vote on Frequency of Vote on Executive Compensation. | Management | 1 Year | 1 Year | For | |||||||||||
SITEONE LANDSCAPE SUPPLY, INC. | ||||||||||||||||
Security | 82982L103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SITE | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US82982L1035 | Agenda | 935787210 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | William W. Douglas III | For | For | For | ||||||||||||
2 | Jeri L. Isbell | For | For | For | ||||||||||||
2. | Ratification of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes to approve executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
JOHN BEAN TECHNOLOGIES CORPORATION | ||||||||||||||||
Security | 477839104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | JBT | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US4778391049 | Agenda | 935792538 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Barbara L. Brasier | Management | For | For | For | |||||||||||
1b. | Election of Director: Brian A. Deck | Management | For | For | For | |||||||||||
1c. | Election of Director: Polly B. Kawalek | Management | For | For | For | |||||||||||
2. | Approve the amendment and restatement of the company's certificate of incorporation to declassify the company's Board of Directors. | Management | For | For | For | |||||||||||
3. | Approve, on an advisory basis, a non- binding resolution regarding the compensation of the company's named executive officers. | Management | For | For | For | |||||||||||
4. | Approve, on an advisory basis, a non- binding resolution regarding the frequency of future advisory votes regarding the compensation of the company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
SPS COMMERCE, INC. | ||||||||||||||||
Security | 78463M107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SPSC | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US78463M1071 | Agenda | 935797348 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Archie Black | Management | For | For | For | |||||||||||
1b. | Election of Director: James Ramsey | Management | For | For | For | |||||||||||
1c. | Election of Director: Marty Reaume | Management | For | For | For | |||||||||||
1d. | Election of Director: Tami Reller | Management | For | For | For | |||||||||||
1e. | Election of Director: Philip Soran | Management | For | For | For | |||||||||||
1f. | Election of Director: Anne Sempowski Ward | Management | For | For | For | |||||||||||
1g. | Election of Director: Sven Wehrwein | Management | For | For | For | |||||||||||
2. | Ratification of the selection of KPMG LLP as the independent auditor of SPS Commerce, Inc. for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory approval of the compensation of the named executive officers of SPS Commerce, Inc. | Management | For | For | For | |||||||||||
AAON, INC. | ||||||||||||||||
Security | 000360206 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | AAON | Meeting Date | 16-May-2023 | |||||||||||||
ISIN | US0003602069 | Agenda | 935794099 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for a term ending in 2026: Caron A. Lawhorn | Management | For | For | For | |||||||||||
1b. | Election of Director for a term ending in 2026: Stephen O. LeClair | Management | For | For | For | |||||||||||
1c. | Election of Director for a term ending in 2026: David R. Stewart | Management | For | For | For | |||||||||||
2. | Proposal to approve, on an advisory basis, a resolution on the compensation of AAON's named executive officers as set forth in the Proxy Statement. | Management | For | For | For | |||||||||||
3. | Proposal to ratify Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
MERIT MEDICAL SYSTEMS, INC. | ||||||||||||||||
Security | 589889104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MMSI | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US5898891040 | Agenda | 935806200 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for a three year term: Lonny J. Carpenter | Management | For | For | For | |||||||||||
1b. | Election of Director for a three year term: David K. Floyd | Management | For | For | For | |||||||||||
1c. | Election of Director for a three year term: Lynne N. Ward | Management | For | For | For | |||||||||||
2. | Approval of a non-binding, advisory resolution approving the compensation of the Company's named executive officers as described in the Merit Medical Systems, Inc. Proxy Statement. | Management | For | For | For | |||||||||||
3. | Approval of a non-binding advisory resolution to determine whether, during the next six years, the Company's shareholders will be asked to approve the compensation of the Company's named executive officers every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratification of the Audit Committee's appointment of Deloitte & Touche LLP to serve as the independent registered public accounting firm of the Company for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
REPLIGEN CORPORATION | ||||||||||||||||
Security | 759916109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | RGEN | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US7599161095 | Agenda | 935833132 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Tony J. Hunt | Management | For | For | For | |||||||||||
1b. | Election of Director: Karen A. Dawes | Management | For | For | For | |||||||||||
1c. | Election of Director: Nicolas M. Barthelemy | Management | For | For | For | |||||||||||
1d. | Election of Director: Carrie Eglinton Manner | Management | For | For | For | |||||||||||
1e. | Election of Director: Konstantin Konstantinov, Ph.D. | Management | For | For | For | |||||||||||
1f. | Election of Director: Martin D. Madaus, D.V.M., Ph.D. | Management | For | For | For | |||||||||||
1g. | Election of Director: Rohin Mhatre, Ph.D. | Management | For | For | For | |||||||||||
1h. | Election of Director: Glenn P. Muir | Management | For | For | For | |||||||||||
2. | Ratification of the selection of Ernst & Young LLP as Repligen Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve the compensation paid to Repligen Corporation's named executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes on the compensation of Repligen Corporation's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Amendment to Repligen Corporation's Certificate of Incorporation to permit the Board of Directors to adopt, amend or repeal the Company's By-laws. | Management | For | For | For | |||||||||||
6. | Ratification of the amendment and restatement of Repligen Corporation's By- laws adopted by the Board of Directors on January 27, 2021 to implement stockholder proxy access. | Management | For | For | For | |||||||||||
OMNICELL, INC. | ||||||||||||||||
Security | 68213N109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OMCL | Meeting Date | 23-May-2023 | |||||||||||||
ISIN | US68213N1090 | Agenda | 935824347 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I director to serve until the 2026 Annual Meeting: Joanne B. Bauer | Management | For | For | For | |||||||||||
1.2 | Election of Class I director to serve until the 2026 Annual Meeting: Robin G. Seim | Management | For | For | For | |||||||||||
1.3 | Election of Class I director to serve until the 2026 Annual Meeting: Sara J. White | Management | For | For | For | |||||||||||
2. | Say on Pay - An advisory vote to approve named executive officer compensation. | Management | For | For | For | |||||||||||
3. | Frequency of Say on Pay - An advisory vote on the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Proposal to approve Omnicell's 1997 Employee Stock Purchase Plan, as amended, to add an additional 3,000,000 shares to the number of shares of common stock authorized for issuance under the plan. | Management | For | For | For | |||||||||||
5. | Proposal to approve Omnicell's 2009 Equity Incentive Plan, as amended, to, among other items, add an additional 1,600,000 shares to the number of shares of common stock authorized for issuance under such plan. | Management | For | For | For | |||||||||||
6. | Proposal to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
STEVANATO GROUP S.P.A | ||||||||||||||||
Security | T9224W109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | STVN | Meeting Date | 24-May-2023 | |||||||||||||
ISIN | IT0005452658 | Agenda | 935864048 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Approval of the financial statements for the financial year ended on December 31, 2022, and acknowledgment of the related statements and reports. | Management | For | None | For | |||||||||||
2. | Distribution of a gross dividend in cash of Euro 0.054 for each outstanding share, net of the treasury shares; allocation of the residual net profits to the reserves and related resolutions. | Management | For | None | For | |||||||||||
3. | Approval of the yearly gross total compensation of Euro 148,000, to be paid partly in cash and partly in shares, for each Director (except for Mr. Franco Moro). | Management | For | None | For | |||||||||||
4. | Appointment of PricewaterhouseCoopers S.p.A. as External Auditor for the financial years 2023-2025 and granting to the External Auditor of the relevant annual compensation for each of the financial years 2023-2025. | Management | For | None | For | |||||||||||
5. | Granting to the Board of Directors of the authorization to purchase, and dispose of, treasury shares within certain limitations for a one-year period. | Management | For | None | For | |||||||||||
6. | Approval of amendments to Article 11.3 of the By-laws. | Management | For | None | For | |||||||||||
WORKIVA INC. | ||||||||||||||||
Security | 98139A105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WK | Meeting Date | 30-May-2023 | |||||||||||||
ISIN | US98139A1051 | Agenda | 935824727 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Michael M. Crow, Ph.D. | Management | For | For | For | |||||||||||
1.2 | Election of Director: Julie Iskow | Management | For | For | For | |||||||||||
2. | Approval, on an advisory basis, of the compensation of Workiva's named executive officers. | Management | For | For | For | |||||||||||
3. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
AXON ENTERPRISE, INC. | ||||||||||||||||
Security | 05464C101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | AXON | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US05464C1018 | Agenda | 935831619 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A. | Election of Director: Adriane Brown | Management | For | For | For | |||||||||||
1B. | Election of Director: Michael Garnreiter | Management | For | For | For | |||||||||||
1C. | Election of Director: Mark W. Kroll | Management | Abstain | For | Against | |||||||||||
1D. | Election of Director: Matthew R. McBrady | Management | For | For | For | |||||||||||
1E. | Election of Director: Hadi Partovi | Management | For | For | For | |||||||||||
1F. | Election of Director: Graham Smith | Management | For | For | For | |||||||||||
1G. | Election of Director: Patrick W. Smith | Management | For | For | For | |||||||||||
1H. | Election of Director: Jeri Williams | Management | For | For | For | |||||||||||
2. | Proposal No. 2 requests that shareholders vote to approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Proposal No. 3 requests that shareholders vote to approve, on an advisory basis, the frequency of the shareholder vote to approve the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Proposal No. 4 requests that shareholders vote to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
5. | Proposal No. 5 requests that shareholders vote to approve the 2023 CEO Performance Award. | Management | Against | For | Against | |||||||||||
6. | Proposal No. 6 is a shareholder proposal to discontinue the development of a non-lethal TASER drone system. | Shareholder | Against | Against | For | |||||||||||
HILLMAN SOLUTIONS CORP. | ||||||||||||||||
Security | 431636109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HLMN | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US4316361090 | Agenda | 935824450 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | ELECTION OF DIRECTOR: Aaron P. Jagdfeld | Management | For | For | For | |||||||||||
1b. | ELECTION OF DIRECTOR: David A. Owens | Management | For | For | For | |||||||||||
1c. | ELECTION OF DIRECTOR: Philip K. Woodlief | Management | For | For | For | |||||||||||
2. | To approve, by non-binding vote, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Deloitte & Touche LLP as our independent auditor for fiscal year 2023. | Management | For | For | For | |||||||||||
Q2 HOLDINGS INC | ||||||||||||||||
Security | 74736L109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | QTWO | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US74736L1098 | Agenda | 935854124 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | R. Lynn Atchison | For | For | For | ||||||||||||
2 | Jeffrey T. Diehl | For | For | For | ||||||||||||
3 | Matthew P. Flake | For | For | For | ||||||||||||
4 | Stephen C. Hooley | For | For | For | ||||||||||||
5 | James R. Offerdahl | For | For | For | ||||||||||||
6 | R.H. Seale, III | For | For | For | ||||||||||||
7 | Margaret L. Taylor | For | For | For | ||||||||||||
8 | Lynn Antipas Tyson | For | For | For | ||||||||||||
2. | To ratify the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve the 2023 Equity Incentive Plan. | Management | For | For | For | |||||||||||
4. | Advisory vote to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
5. | Advisory vote on the frequency of future votes on the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
CASELLA WASTE SYSTEMS, INC. | ||||||||||||||||
Security | 147448104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CWST | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US1474481041 | Agenda | 935832306 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve until the 2026 Annual Meeting: Michael L. Battles | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve until the 2026 Annual Meeting: Joseph G. Doody | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve until the 2026 Annual Meeting: Emily Nagle Green | Management | Withheld | For | Against | |||||||||||
2. | To approve the Casella Waste Systems, Inc. Second Amended and Restated 1997 Employee Stock Purchase Plan. | Management | For | For | For | |||||||||||
3. | To approve, in an advisory "say-on-pay" vote, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To recommend, in an advisory "say-on- frequency" vote, the frequency of future advisory "say-on-pay" votes. | Management | 1 Year | 1 Year | For | |||||||||||
5. | To ratify the appointment of RSM US LLP as the Company's independent auditors for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
DEFINITIVE HEALTHCARE CORP. | ||||||||||||||||
Security | 24477E103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | DH | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US24477E1038 | Agenda | 935827886 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Chris Egan | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Samuel A. Hamood | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Jill Larsen | Management | For | For | For | |||||||||||
1.4 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Sastry Chilukuri | Management | For | For | For | |||||||||||
2. | To indicate, on an advisory basis, the preferred frequency of shareholder advisory votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
3. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
HELIOS TECHNOLOGIES, INC. | ||||||||||||||||
Security | 42328H109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HLIO | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US42328H1095 | Agenda | 935836265 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve until the 2026 Annual Meeting: Laura Dempsey Brown | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve until the 2026 Annual Meeting: Cariappa Chenanda | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve until the 2026 Annual Meeting: Alexander Schuetz | Management | For | For | For | |||||||||||
2. | Proposal to ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 30, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote on the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | For | |||||||||||
5. | Approval of the 2023 Equity Incentive Plan. | Management | For | For | For | |||||||||||
LEMAITRE VASCULAR, INC. | ||||||||||||||||
Security | 525558201 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | LMAT | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US5255582018 | Agenda | 935843234 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Bridget A. Ross | Management | For | For | For | |||||||||||
1.2 | Election of Director: John A. Roush | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify Grant Thornton LLP as our independent registered accounting firm for 2023. | Management | For | For | For | |||||||||||
ALTAIR ENGINEERING INC. | ||||||||||||||||
Security | 021369103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ALTR | Meeting Date | 06-Jun-2023 | |||||||||||||
ISIN | US0213691035 | Agenda | 935839716 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class III Director to serve until the 2026 Annual Meeting: James R. Scapa | Management | For | For | For | |||||||||||
1b. | Election of Class III Director to serve until the 2026 Annual Meeting: Stephen Earhart | Management | For | For | For | |||||||||||
2. | To vote, on an advisory basis, on the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
EXPONENT, INC. | ||||||||||||||||
Security | 30214U102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | EXPO | Meeting Date | 08-Jun-2023 | |||||||||||||
ISIN | US30214U1025 | Agenda | 935832584 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: George H. Brown | Management | For | For | For | |||||||||||
1.2 | Election of Director: Catherine Ford Corrigan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Paul R. Johnston | Management | For | For | For | |||||||||||
1.4 | Election of Director: Carol Lindstrom | Management | For | For | For | |||||||||||
1.5 | Election of Director: Karen A. Richardson | Management | For | For | For | |||||||||||
1.6 | Election of Director: Debra L. Zumwalt | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP, as independent registered public accounting firm for the Company for the fiscal year ending December 29, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the fiscal 2022 compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To recommend, by non-binding vote, the frequency of executive compensation votes. | Management | 1 Year | 1 Year | For | |||||||||||
OMEGA FLEX, INC. | ||||||||||||||||
Security | 682095104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OFLX | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US6820951043 | Agenda | 935847408 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: Kevin R. Hoben | Management | For | For | For | |||||||||||
1.2 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: Mark F. Albino | Management | For | For | For | |||||||||||
1.3 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: James M. Dubin | Management | Withheld | For | Against | |||||||||||
2. | To approve, on a non-binding advisory basis, the executive compensation of the named executive officers of the Company | Management | For | For | For | |||||||||||
3. | To ratify the appointment of independent auditors by the audit committee of the board of directors for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
VERTEX, INC. | ||||||||||||||||
Security | 92538J106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | VERX | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US92538J1060 | Agenda | 935857726 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Eric Andersen | For | For | For | ||||||||||||
2 | David DeStefano | For | For | For | ||||||||||||
2. | The ratification of the appointment of Crowe LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
THE DESCARTES SYSTEMS GROUP INC. | ||||||||||||||||
Security | 249906108 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | DSGX | Meeting Date | 15-Jun-2023 | |||||||||||||
ISIN | CA2499061083 | Agenda | 935871295 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A | Election of Director - Deepak Chopra | Management | For | For | For | |||||||||||
1B | Election of Director - Deborah Close | Management | For | For | For | |||||||||||
1C | Election of Director - Eric Demirian | Management | For | For | For | |||||||||||
1D | Election of Director - Sandra Hanington | Management | For | For | For | |||||||||||
1E | Election of Director - Kelley Irwin | Management | For | For | For | |||||||||||
1F | Election of Director - Dennis Maple | Management | For | For | For | |||||||||||
1G | Election of Director - Chris Muntwyler | Management | For | For | For | |||||||||||
1H | Election of Director - Jane O'Hagan | Management | For | For | For | |||||||||||
1I | Election of Director - Edward J. Ryan | Management | For | For | For | |||||||||||
1J | Election of Director - John J. Walker | Management | For | For | For | |||||||||||
2 | Appointment of KPMG LLP, Chartered Professional Accountants, Licensed Public Accountants, as auditors of the Corporation to hold office until the next annual meeting of shareholders or until a successor is appointed. | Management | For | For | For | |||||||||||
3 | Approval of the Rights Plan Resolution approving the continuation and the Amended and Restated Shareholder Rights Plan Agreement as set out on page 22 of the Corporation's Management Information Circular dated May 5th, 2023. | Management | For | For | For | |||||||||||
4 | Approval of the Say-On-Pay Resolution as set out on page 25 of the Corporation's Management Information Circular dated May 5th, 2023. | Management | For | For | For | |||||||||||
CLEARWATER ANALYTICS HOLDINGS, INC. | ||||||||||||||||
Security | 185123106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CWAN | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US1851231068 | Agenda | 935853045 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve until the 2026 Annual Meeting: Christopher Hooper | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve until the 2026 Annual Meeting: D. Scott Mackesy | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve until the 2026 Annual Meeting: Sandeep Sahai | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
BALCHEM CORPORATION | ||||||||||||||||
Security | 057665200 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BCPC | Meeting Date | 22-Jun-2023 | |||||||||||||
ISIN | US0576652004 | Agenda | 935849426 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: David Fischer | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year 2023. | Management | For | For | For | |||||||||||
3. | Advisory approval of the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on whether an advisory vote to approve the compensation of the Company's named executive officers should occur every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Approval of the Amended and Restated 2017 Omnibus Incentive Plan. | Management | For | For | For |
CONESTOGA SMID CAP FUND
Investment Company Report | ||||||||||||||||
LIGHTSPEED COMMERCE INC. | ||||||||||||||||
Security | 53229C107 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | LSPD | Meeting Date | 04-Aug-2022 | |||||||||||||
ISIN | CA53229C1077 | Agenda | 935684957 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1 | DIRECTOR | Management | ||||||||||||||
1 | Patrick Pichette | For | For | For | ||||||||||||
2 | Dax Dasilva | For | For | For | ||||||||||||
3 | Dale Murray | For | For | For | ||||||||||||
4 | Jean Paul Chauvet | For | For | For | ||||||||||||
5 | Merline Saintil | Withheld | For | Against | ||||||||||||
6 | Nathalie Gaveau | For | For | For | ||||||||||||
7 | Paul McFeeters | For | For | For | ||||||||||||
8 | Rob Williams | For | For | For | ||||||||||||
2 | Appointment of PricewaterhouseCoopers LLP ("PwC") as auditors of the Company. | Management | For | For | For | |||||||||||
3 | Consider, and if deemed appropriate, approve an advisory, non- binding resolution on the Company's approach to executive compensation as disclosed in the Management Proxy Circular for the Meeting. | Management | Against | For | Against | |||||||||||
4 | Consider, and if deemed appropriate, approve a resolution of the shareholders approving a forum selection by-law as disclosed in the Management Proxy Circular for the Meeting. | Management | Against | For | Against | |||||||||||
NEOGEN CORPORATION | ||||||||||||||||
Security | 640491106 | Meeting Type | Special | |||||||||||||
Ticker Symbol | NEOG | Meeting Date | 17-Aug-2022 | |||||||||||||
ISIN | US6404911066 | Agenda | 935691914 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To approve the issuance of shares of Neogen common stock (the "Share Issuance") in connection with the Merger contemplated by the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated as of December 13, 2021, by and among 3M Company, Garden SpinCo Corporation, Neogen Corporation ("Neogen") and Nova RMT Sub, Inc. (the "Share Issuance Proposal"). | Management | For | For | For | |||||||||||
2. | To approve the amendment of Neogen's Restated Articles of Incorporation, as amended, to (a) increase the number of authorized shares of Neogen common stock from 240,000,000 shares of Neogen common stock to 315,000,000 shares of Neogen common stock and (b) increase the maximum number of directors on the Neogen board of directors (the "Board") from nine directors to eleven directors (the "Charter Amendment Proposal"). | Management | For | For | For | |||||||||||
3. | To approve the amendment of Neogen's bylaws to increase the maximum number of directors that may comprise the Board from nine directors to eleven directors (the "Bylaw Board Size Proposal"). | Management | For | For | For | |||||||||||
4. | To approve the amendment of Neogen's bylaws in order to authorize the Board to amend the bylaws without obtaining the prior approval of Neogen's shareholders. | Management | Against | For | Against | |||||||||||
5. | To approve the adjournment of the special meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve the Share Issuance Proposal, the Charter Amendment Proposal or the Bylaw Board Size Proposal. | Management | For | For | For | |||||||||||
RBC BEARINGS INCORPORATED | ||||||||||||||||
Security | 75524B104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROLL | Meeting Date | 08-Sep-2022 | |||||||||||||
ISIN | US75524B1044 | Agenda | 935690330 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Michael H. Ambrose | Management | For | For | For | |||||||||||
1b. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Daniel A. Bergeron | Management | For | For | For | |||||||||||
1c. | Election of Class I Director to serve a term of three years Expiring at 2025 Annual Meeting: Edward D. Stewart | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
3. | To consider a resolution regarding the stockholder advisory vote on named executive officer compensation. | Management | For | For | For | |||||||||||
NEOGEN CORPORATION | ||||||||||||||||
Security | 640491106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NEOG | Meeting Date | 06-Oct-2022 | |||||||||||||
ISIN | US6404911066 | Agenda | 935707628 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | JOHN E. ADENT | For | For | For | ||||||||||||
2 | WILLIAM T. BOEHM, PH.D. | For | For | For | ||||||||||||
3 | JAMES P. TOBIN | For | For | For | ||||||||||||
2. | TO APPROVE, BY NON-BINDING ADVISORY VOTE, THE COMPENSATION OF EXECUTIVES. | Management | For | For | For | |||||||||||
3. | RATIFICATION OF APPOINTMENT OF BDO USA LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | Management | For | For | For | |||||||||||
AVALARA, INC. | ||||||||||||||||
Security | 05338G106 | Meeting Type | Special | |||||||||||||
Ticker Symbol | AVLR | Meeting Date | 14-Oct-2022 | |||||||||||||
ISIN | US05338G1067 | Agenda | 935711502 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Approval of the Agreement and Plan of Merger, dated as of August 8, 2022 (as it may be amended, modified, or supplemented from time to time), by and among Lava Intermediate, Inc. ("Parent"), Lava Merger Sub, Inc. ("Merger Sub") and Avalara, Inc. ("Avalara") (the "merger proposal"). | Management | Against | For | Against | |||||||||||
2. | Approval, on a non-binding advisory basis, of certain compensation that will or may be paid by Avalara to its named executive officers that is based on or otherwise relates to the merger (the "named executive officer merger-related compensation advisory proposal"). | Management | Against | For | Against | |||||||||||
3. | Approval of the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement proposal or to ensure that any supplement or amendment to the accompanying proxy statement is timely provided to Avalara shareholders (the "adjournment proposal"). | Management | Against | For | Against | |||||||||||
MERCURY SYSTEMS, INC. | ||||||||||||||||
Security | 589378108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MRCY | Meeting Date | 26-Oct-2022 | |||||||||||||
ISIN | US5893781089 | Agenda | 935714661 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I Director to serve for a three-year term: William L. Ballhaus | Management | For | For | For | |||||||||||
1.2 | Election of Class I Director to serve for a three-year term: Lisa S. Disbrow | Management | For | For | For | |||||||||||
1.3 | Election of Class I Director to serve for a three-year term: Howard L. Lance | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | Against | For | Against | |||||||||||
3. | To approve our amended and restated 2018 stock incentive plan. | Management | For | For | For | |||||||||||
4. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2023. | Management | For | For | For | |||||||||||
5. | To consider and act upon any other business that may properly come before the meeting or any adjournment or postponement of the meeting. | Management | Against | For | Against | |||||||||||
BIO-TECHNE CORP | ||||||||||||||||
Security | 09073M104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TECH | Meeting Date | 27-Oct-2022 | |||||||||||||
ISIN | US09073M1045 | Agenda | 935709824 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To set the number of Directors at nine. | Management | For | For | For | |||||||||||
2a. | Election of Director: Robert V. Baumgartner | Management | For | For | For | |||||||||||
2b. | Election of Director: Julie L. Bushman | Management | For | For | For | |||||||||||
2c. | Election of Director: John L. Higgins | Management | For | For | For | |||||||||||
2d. | Election of Director: Joseph D. Keegan | Management | For | For | For | |||||||||||
2e. | Election of Director: Charles R. Kummeth | Management | For | For | For | |||||||||||
2f. | Election of Director: Roeland Nusse | Management | For | For | For | |||||||||||
2g. | Election of Director: Alpna Seth | Management | For | For | For | |||||||||||
2h. | Election of Director: Randolph Steer | Management | For | For | For | |||||||||||
2i. | Election of Director: Rupert Vessey | Management | For | For | For | |||||||||||
3. | Cast a non-binding vote on named executive officer compensation. | Management | Against | For | Against | |||||||||||
4. | Approve an amendment to the Company's Articles of Incorporation to increase the number of authorized shares of common stock to effect a proposed 4-for-1 stock split in the form of a stock dividend. | Management | For | For | For | |||||||||||
5. | Ratify the appointment of the Company's independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
JACK HENRY & ASSOCIATES, INC. | ||||||||||||||||
Security | 426281101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | JKHY | Meeting Date | 15-Nov-2022 | |||||||||||||
ISIN | US4262811015 | Agenda | 935719863 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: D. Foss | Management | For | For | For | |||||||||||
1.2 | Election of Director: M. Flanigan | Management | For | For | For | |||||||||||
1.3 | Election of Director: T. Wilson | Management | For | For | For | |||||||||||
1.4 | Election of Director: J. Fiegel | Management | For | For | For | |||||||||||
1.5 | Election of Director: T. Wimsett | Management | For | For | For | |||||||||||
1.6 | Election of Director: L. Kelly | Management | For | For | For | |||||||||||
1.7 | Election of Director: S. Miyashiro | Management | For | For | For | |||||||||||
1.8 | Election of Director: W. Brown | Management | For | For | For | |||||||||||
1.9 | Election of Director: C. Campbell | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of the Company's independent registered public accounting firm. | Management | For | For | For | |||||||||||
VAIL RESORTS, INC. | ||||||||||||||||
Security | 91879Q109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MTN | Meeting Date | 07-Dec-2022 | |||||||||||||
ISIN | US91879Q1094 | Agenda | 935723646 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Susan L. Decker | Management | For | For | For | |||||||||||
1b. | Election of Director: Robert A. Katz | Management | For | For | For | |||||||||||
1c. | Election of Director: Kirsten A. Lynch | Management | For | For | For | |||||||||||
1d. | Election of Director: Nadia Rawlinson | Management | For | For | For | |||||||||||
1e. | Election of Director: John T. Redmond | Management | For | For | For | |||||||||||
1f. | Election of Director: Michele Romanow | Management | For | For | For | |||||||||||
1g. | Election of Director: Hilary A. Schneider | Management | For | For | For | |||||||||||
1h. | Election of Director: D. Bruce Sewell | Management | For | For | For | |||||||||||
1i. | Election of Director: John F. Sorte | Management | For | For | For | |||||||||||
1j. | Election of Director: Peter A. Vaughn | Management | For | For | For | |||||||||||
2. | Ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending July 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | For | |||||||||||
EVI INDUSTRIES, INC. | ||||||||||||||||
Security | 26929N102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | EVI | Meeting Date | 15-Dec-2022 | |||||||||||||
ISIN | US26929N1028 | Agenda | 935744208 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Henry M. Nahmad | For | For | For | ||||||||||||
2 | Dennis Mack | For | For | For | ||||||||||||
3 | David Blyer | Withheld | For | Against | ||||||||||||
4 | Glen Kruger | For | For | For | ||||||||||||
5 | Timothy P. LaMacchia | Withheld | For | Against | ||||||||||||
6 | Hal M. Lucas | For | For | For | ||||||||||||
2. | Non-binding advisory vote to approve Named Executive Officer compensation. | Management | For | For | For | |||||||||||
GUIDEWIRE SOFTWARE, INC. | ||||||||||||||||
Security | 40171V100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GWRE | Meeting Date | 20-Dec-2022 | |||||||||||||
ISIN | US40171V1008 | Agenda | 935730514 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for a one-year term expiring at the 2023 annual meeting: Marcus S. Ryu | Management | For | For | For | |||||||||||
1b. | Election of Director for a one-year term expiring at the 2023 annual meeting: Paul Lavin | Management | For | For | For | |||||||||||
1c. | Election of Director for a one-year term expiring at the 2023 annual meeting: Mike Rosenbaum | Management | For | For | For | |||||||||||
1d. | Election of Director for a one-year term expiring at the 2023 annual meeting: David S. Bauer | Management | For | For | For | |||||||||||
1e. | Election of Director for a one-year term expiring at the 2023 annual meeting: Margaret Dillon | Management | For | For | For | |||||||||||
1f. | Election of Director for a one-year term expiring at the 2023 annual meeting: Michael C. Keller | Management | For | For | For | |||||||||||
1g. | Election of Director for a one-year term expiring at the 2023 annual meeting: Catherine P. Lego | Management | For | For | For | |||||||||||
1h. | Election of Director for a one-year term expiring at the 2023 annual meeting: Rajani Ramanathan | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding, advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
4. | To approve the amendment and restatement of our certificate of incorporation to permit stockholders holding 20% of our outstanding common stock to call special meetings. | Management | For | For | For | |||||||||||
5. | To approve the amendment and restatement of our certificate of incorporation to permit the exculpation of officers. | Management | Against | For | Against | |||||||||||
6. | To approve the amendment and restatement of the Guidewire Software, Inc. 2020 Stock Plan. | Management | For | For | For | |||||||||||
CONSTRUCTION PARTNERS INC | ||||||||||||||||
Security | 21044C107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROAD | Meeting Date | 23-Feb-2023 | |||||||||||||
ISIN | US21044C1071 | Agenda | 935761228 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Craig Jennings | Management | For | For | For | |||||||||||
1b. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Mark R. Matteson | Management | Withheld | For | Against | |||||||||||
2. | Proposal to ratify the appointment of RSM US LLP as the Company's independent registered public accountants for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
3. | Proposal to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company. | Management | Against | For | Against | |||||||||||
FAIR ISAAC CORPORATION | ||||||||||||||||
Security | 303250104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FICO | Meeting Date | 01-Mar-2023 | |||||||||||||
ISIN | US3032501047 | Agenda | 935759209 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to serve until the 2024 Annual Meeting: Braden R. Kelly | Management | For | For | For | |||||||||||
1b. | Election of Director to serve until the 2024 Annual Meeting: Fabiola R. Arredondo | Management | For | For | For | |||||||||||
1c. | Election of Director to serve until the 2024 Annual Meeting: James D. Kirsner | Management | For | For | For | |||||||||||
1d. | Election of Director to serve until the 2024 Annual Meeting: William J. Lansing | Management | For | For | For | |||||||||||
1e. | Election of Director to serve until the 2024 Annual Meeting: Eva Manolis | Management | For | For | For | |||||||||||
1f. | Election of Director to serve until the 2024 Annual Meeting: Marc F. McMorris | Management | For | For | For | |||||||||||
1g. | Election of Director to serve until the 2024 Annual Meeting: Joanna Rees | Management | For | For | For | |||||||||||
1h. | Election of Director to serve until the 2024 Annual Meeting: David A. Rey | Management | For | For | For | |||||||||||
2. | To approve the advisory (non-binding) resolution relating to the named executive officer compensation as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory (non-binding) basis, the desired frequency of future advisory (non-binding) votes to approve our named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
HEICO CORPORATION | ||||||||||||||||
Security | 422806208 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HEIA | Meeting Date | 17-Mar-2023 | |||||||||||||
ISIN | US4228062083 | Agenda | 935764298 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Thomas M. Culligan | For | For | For | ||||||||||||
2 | Carol F. Fine | For | For | For | ||||||||||||
3 | Adolfo Henriques | For | For | For | ||||||||||||
4 | Mark H. Hildebrandt | For | For | For | ||||||||||||
5 | Eric A. Mendelson | For | For | For | ||||||||||||
6 | Laurans A. Mendelson | For | For | For | ||||||||||||
7 | Victor H. Mendelson | For | For | For | ||||||||||||
8 | Julie Neitzel | For | For | For | ||||||||||||
9 | Dr. Alan Schriesheim | For | For | For | ||||||||||||
10 | Frank J. Schwitter | For | For | For | ||||||||||||
2. | ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION. | Management | For | For | For | |||||||||||
3. | ADVISORY VOTE ON THE FREQUENCY OF HOLDING FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. | Management | 1 Year | 1 Year | For | |||||||||||
4. | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31, 2023. | Management | For | For | For | |||||||||||
FIRSTSERVICE CORPORATION | ||||||||||||||||
Security | 33767E202 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | FSV | Meeting Date | 06-Apr-2023 | |||||||||||||
ISIN | CA33767E2024 | Agenda | 935782652 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1 | DIRECTOR | Management | ||||||||||||||
1 | Yousry Bissada | For | For | For | ||||||||||||
2 | Elizabeth Carducci | For | For | For | ||||||||||||
3 | Steve H. Grimshaw | For | For | For | ||||||||||||
4 | Jay S. Hennick | For | For | For | ||||||||||||
5 | D. Scott Patterson | For | For | For | ||||||||||||
6 | Frederick F. Reichheld | For | For | For | ||||||||||||
7 | Joan Eloise Sproul | For | For | For | ||||||||||||
8 | Erin J. Wallace | For | For | For | ||||||||||||
2 | Appointment of PricewaterhouseCoopers LLP, Chartered Accountants and Licensed Public Accountants as Auditor of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. | Management | For | For | For | |||||||||||
3 | Approving an amendment to the FirstService Stock Option Plan to increase the maximum number of Common Shares reserved for issuance pursuant to the exercise of stock options granted thereunder, and to ratify and approve the issuance of certain stock options granted to certain employees of the Corporation, all as more particularly set forth and described in the accompanying Management Information Circular. | Management | For | For | For | |||||||||||
4 | An advisory resolution on the Corporation's approach to executive compensation as set out in the accompanying Management Information Circular. | Management | For | For | For | |||||||||||
DOUGLAS DYNAMICS, INC | ||||||||||||||||
Security | 25960R105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PLOW | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US25960R1059 | Agenda | 935797778 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Joher Akolawala | Management | For | For | For | |||||||||||
1.2 | Election of Director: James L. Janik | Management | For | For | For | |||||||||||
2. | Advisory vote (non-binding) to approve the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Advisory vote (non-binding) on the frequency of future advisory stockholder votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | The ratification of the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
ROLLINS, INC. | ||||||||||||||||
Security | 775711104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROL | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US7757111049 | Agenda | 935779566 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I Director for a three-year term expiring in 2026: Jerry E. Gahlhoff | Management | For | For | For | |||||||||||
1.2 | Election of Class I Director for a three-year term expiring in 2026: Patrick J. Gunning | Management | For | For | For | |||||||||||
1.3 | Election of Class I Director for a three-year term expiring in 2026: Gregory B. Morrison | Management | For | For | For | |||||||||||
1.4 | Election of Class I Director for a three-year term expiring in 2026: Jerry W. Nix | Management | For | For | For | |||||||||||
1.5 | Election of Class II Director for a one-year term expiring in 2024: P. Russell Hardin | Management | For | For | For | |||||||||||
2. | To hold an advisory (non-binding) vote to approve the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To hold an advisory (non-binding) vote on the frequency of future stockholder advisory votes to approve the compensation paid to the Company's named executive officers | Management | 3 Years | 3 Years | For | |||||||||||
WEST PHARMACEUTICAL SERVICES, INC. | ||||||||||||||||
Security | 955306105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WST | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US9553061055 | Agenda | 935779453 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Mark A. Buthman | Management | For | For | For | |||||||||||
1b. | Election of Director: William F. Feehery | Management | For | For | For | |||||||||||
1c. | Election of Director: Robert F. Friel | Management | For | For | For | |||||||||||
1d. | Election of Director: Eric M. Green | Management | For | For | For | |||||||||||
1e. | Election of Director: Thomas W. Hofmann | Management | For | For | For | |||||||||||
1f. | Election of Director: Molly E. Joseph | Management | For | For | For | |||||||||||
1g. | Election of Director: Deborah L. V. Keller | Management | For | For | For | |||||||||||
1h. | Election of Director: Myla P. Lai-Goldman | Management | For | For | For | |||||||||||
1i. | Election of Director: Stephen H. Lockhart | Management | For | For | For | |||||||||||
1j. | Election of Director: Douglas A. Michels | Management | For | For | For | |||||||||||
1k. | Election of Director: Paolo Pucci | Management | For | For | For | |||||||||||
2. | Advisory vote to approve named executive officer compensation. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of an advisory vote on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Shareholder proposal regarding Fair Elections. | Shareholder | For | Against | Against | |||||||||||
SIMPSON MANUFACTURING CO., INC. | ||||||||||||||||
Security | 829073105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SSD | Meeting Date | 26-Apr-2023 | |||||||||||||
ISIN | US8290731053 | Agenda | 935778994 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to hold office until the next annual meeting: James S. Andrasick | Management | For | For | For | |||||||||||
1b. | Election of Director to hold office until the next annual meeting: Jennifer A. Chatman | Management | For | For | For | |||||||||||
1c. | Election of Director to hold office until the next annual meeting: Gary M. Cusumano | Management | For | For | For | |||||||||||
1d. | Election of Director to hold office until the next annual meeting: Philip E. Donaldson | Management | For | For | For | |||||||||||
1e. | Election of Director to hold office until the next annual meeting: Celeste Volz Ford | Management | For | For | For | |||||||||||
1f. | Election of Director to hold office until the next annual meeting: Kenneth D. Knight | Management | For | For | For | |||||||||||
1g. | Election of Director to hold office until the next annual meeting: Robin G. MacGillivray | Management | For | For | For | |||||||||||
1h. | Election of Director to hold office until the next annual meeting: Michael Olosky | Management | For | For | For | |||||||||||
2. | Approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Approve, on an advisory basis, the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratify the selection of Grant Thornton LLP as the Company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
GRACO INC. | ||||||||||||||||
Security | 384109104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GGG | Meeting Date | 28-Apr-2023 | |||||||||||||
ISIN | US3841091040 | Agenda | 935780660 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Lee R. Mitau | Management | For | For | For | |||||||||||
1b. | Election of Director: Martha A. Morfitt | Management | For | For | For | |||||||||||
1c. | Election of Director: Mark W. Sheahan | Management | For | For | For | |||||||||||
1d. | Election of Director: Kevin J. Wheeler | Management | For | For | For | |||||||||||
2. | Ratification of appointment of Deloitte & Touche LLP as the Company's independent registered accounting firm. | Management | For | For | For | |||||||||||
3. | Approval, on an advisory basis, of the compensation paid to our named executive officers as disclosed in the Proxy Statement. | Management | For | For | For | |||||||||||
4. | Approval, on an advisory basis, of the frequency of the advisory vote on the compensation paid to our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
COGNEX CORPORATION | ||||||||||||||||
Security | 192422103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CGNX | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US1924221039 | Agenda | 935779439 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director for a term ending in 2026: Angelos Papadimitriou | Management | For | For | For | |||||||||||
1.2 | Election of Director for a term ending in 2026: Dianne M. Parrotte | Management | For | For | For | |||||||||||
1.3 | Election of Director for a term ending in 2025: John T.C. Lee | Management | For | For | For | |||||||||||
2. | To approve the Cognex Corporation 2023 Stock Option and Incentive Plan. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Grant Thornton LLP as our independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
4. | To approve, on an advisory basis, the compensation of Cognex's named executive officers, as described in the proxy statement including the Compensation Discussion and Analysis, compensation tables and narrative discussion ("say-on- pay"). | Management | For | For | For | |||||||||||
5. | To recommend, by non-binding vote, the frequency of shareholder votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
POOL CORPORATION | ||||||||||||||||
Security | 73278L105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | POOL | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US73278L1052 | Agenda | 935797425 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Peter D. Arvan | Management | For | For | For | |||||||||||
1b. | Election of Director: Martha "Marty" S. Gervasi | Management | For | For | For | |||||||||||
1c. | Election of Director: James "Jim" D. Hope | Management | For | For | For | |||||||||||
1d. | Election of Director: Debra S. Oler | Management | For | For | For | |||||||||||
1e. | Election of Director: Manuel J. Perez de la Mesa | Management | For | For | For | |||||||||||
1f. | Election of Director: Carlos A. Sabater | Management | For | For | For | |||||||||||
1g. | Election of Director: Robert C. Sledd | Management | For | For | For | |||||||||||
1h. | Election of Director: John E. Stokely | Management | For | For | For | |||||||||||
1i. | Election of Director: David G. Whalen | Management | For | For | For | |||||||||||
2. | Ratification of the retention of Ernst & Young LLP, certified public accountants, as our independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
3. | Say-on-pay vote: Advisory vote to approve the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
4. | Frequency vote: Advisory vote on frequency of future Say-on-pay votes. | Management | 1 Year | 1 Year | For | |||||||||||
TREX COMPANY, INC. | ||||||||||||||||
Security | 89531P105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TREX | Meeting Date | 04-May-2023 | |||||||||||||
ISIN | US89531P1057 | Agenda | 935786369 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Jay M. Gratz | Management | For | For | For | |||||||||||
1.2 | Election of Director: Ronald W. Kaplan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Gerald Volas | Management | For | For | For | |||||||||||
2. | Non-binding advisory vote on executive compensation ("say-on-pay"). | Management | For | For | For | |||||||||||
3. | Non-binding advisory vote on the frequency of future advisory votes on the compensation of named executive officers ("say-on-frequency"). | Management | 1 Year | 1 Year | For | |||||||||||
4. | Approve the Trex Company, Inc. 2023 Stock Incentive Plan. | Management | For | For | For | |||||||||||
5. | Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
TELEFLEX INCORPORATED | ||||||||||||||||
Security | 879369106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TFX | Meeting Date | 05-May-2023 | |||||||||||||
ISIN | US8793691069 | Agenda | 935807113 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Gretchen R. Haggerty | Management | For | For | For | |||||||||||
1b. | Election of Director: Liam J. Kelly | Management | For | For | For | |||||||||||
1c. | Election of Director: Jaewon Ryu | Management | For | For | For | |||||||||||
2. | Approval of the Teleflex Incorporated 2023 Stock Incentive Plan. | Management | For | For | For | |||||||||||
3. | Approval of Amended and Restated Certificate of Incorporation to eliminate supermajority voting provisions. | Management | For | For | For | |||||||||||
4. | Approval, on an advisory basis, of named executive officer compensation. | Management | For | For | For | |||||||||||
5. | Advisory vote on whether future advisory votes on compensation of our named executive officers should occur every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
6. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
7. | Stockholder proposal, if properly presented at the Annual Meeting, to adopt a shareholder right to call a special shareholder meeting. | Management | For | Against | Against | |||||||||||
NOVANTA INC. | ||||||||||||||||
Security | 67000B104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NOVT | Meeting Date | 10-May-2023 | |||||||||||||
ISIN | CA67000B1040 | Agenda | 935830136 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A | ELECTION OF DIRECTORS: Election of Director: Lonny J. Carpenter | Management | For | For | For | |||||||||||
1B | Election of Director: Matthijs Glastra | Management | For | For | For | |||||||||||
1C | Election of Director: Barbara B. Hulit | Management | For | For | For | |||||||||||
1D | Election of Director: Maxine L. Mauricio | Management | For | For | For | |||||||||||
1E | Election of Director: Katherine A. Owen | Management | For | For | For | |||||||||||
1F | Election of Director: Thomas N. Secor | Management | For | For | For | |||||||||||
1G | Election of Director: Darlene J.S. Solomon | Management | For | For | For | |||||||||||
1H | Election of Director: Frank A. Wilson | Management | For | For | For | |||||||||||
2 | Approval, on an advisory (non-binding) basis, of the Company's executive compensation. | Management | For | For | For | |||||||||||
3 | To appoint PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to serve until the 2024 Annual Meeting of Shareholders. | Management | For | For | For | |||||||||||
SITEONE LANDSCAPE SUPPLY, INC. | ||||||||||||||||
Security | 82982L103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SITE | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US82982L1035 | Agenda | 935787210 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | William W. Douglas III | For | For | For | ||||||||||||
2 | Jeri L. Isbell | For | For | For | ||||||||||||
2. | Ratification of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes to approve executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
TYLER TECHNOLOGIES, INC. | ||||||||||||||||
Security | 902252105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TYL | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US9022521051 | Agenda | 935823763 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Glenn A. Carter | For | For | For | ||||||||||||
2 | Brenda A. Cline | For | For | For | ||||||||||||
3 | Ronnie D. Hawkins, Jr. | For | For | For | ||||||||||||
4 | Mary L. Landrieu | For | For | For | ||||||||||||
5 | John S. Marr, Jr. | For | For | For | ||||||||||||
6 | H. Lynn Moore, Jr. | For | For | For | ||||||||||||
7 | Daniel M. Pope | For | For | For | ||||||||||||
8 | Dustin R. Womble | For | For | For | ||||||||||||
2. | Advisory Approval of Our Executive Compensation. | Management | For | For | For | |||||||||||
3. | Ratification of Our Independent Auditors for Fiscal Year 2023. | Management | For | For | For | |||||||||||
4. | Advisory Resolution on the Frequency of Shareholder Voting on Our Executive Compensation. | Management | 1 Year | 1 Year | For | |||||||||||
JOHN BEAN TECHNOLOGIES CORPORATION | ||||||||||||||||
Security | 477839104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | JBT | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US4778391049 | Agenda | 935792538 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Barbara L. Brasier | Management | For | For | For | |||||||||||
1b. | Election of Director: Brian A. Deck | Management | For | For | For | |||||||||||
1c. | Election of Director: Polly B. Kawalek | Management | For | For | For | |||||||||||
2. | Approve the amendment and restatement of the company's certificate of incorporation to declassify the company's Board of Directors. | Management | For | For | For | |||||||||||
3. | Approve, on an advisory basis, a non- binding resolution regarding the compensation of the company's named executive officers. | Management | For | For | For | |||||||||||
4. | Approve, on an advisory basis, a non- binding resolution regarding the frequency of future advisory votes regarding the compensation of the company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
SPS COMMERCE, INC. | ||||||||||||||||
Security | 78463M107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SPSC | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US78463M1071 | Agenda | 935797348 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Archie Black | Management | For | For | For | |||||||||||
1b. | Election of Director: James Ramsey | Management | For | For | For | |||||||||||
1c. | Election of Director: Marty Reaume | Management | For | For | For | |||||||||||
1d. | Election of Director: Tami Reller | Management | For | For | For | |||||||||||
1e. | Election of Director: Philip Soran | Management | For | For | For | |||||||||||
1f. | Election of Director: Anne Sempowski Ward | Management | For | For | For | |||||||||||
1g. | Election of Director: Sven Wehrwein | Management | For | For | For | |||||||||||
2. | Ratification of the selection of KPMG LLP as the independent auditor of SPS Commerce, Inc. for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory approval of the compensation of the named executive officers of SPS Commerce, Inc. | Management | For | For | For | |||||||||||
FIVE9, INC. | ||||||||||||||||
Security | 338307101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FIVN | Meeting Date | 16-May-2023 | |||||||||||||
ISIN | US3383071012 | Agenda | 935812544 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Michael Burkland | For | For | For | ||||||||||||
2 | Robert Zollars | For | For | For | ||||||||||||
2. | To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement. | Management | Against | For | Against | |||||||||||
3. | Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
LCI INDUSTRIES | ||||||||||||||||
Security | 50189K103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | LCII | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US50189K1034 | Agenda | 935801250 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to serve until the next Annual Meeting: Tracy D. Graham | Management | For | For | For | |||||||||||
1b. | Election of Director to serve until the next Annual Meeting: Brendan J. Deely | Management | For | For | For | |||||||||||
1c. | Election of Director to serve until the next Annual Meeting: James F. Gero | Management | For | For | For | |||||||||||
1d. | Election of Director to serve until the next Annual Meeting: Virginia L. Henkels | Management | For | For | For | |||||||||||
1e. | Election of Director to serve until the next Annual Meeting: Jason D. Lippert | Management | For | For | For | |||||||||||
1f. | Election of Director to serve until the next Annual Meeting: Stephanie K. Mains | Management | For | For | For | |||||||||||
1g. | Election of Director to serve until the next Annual Meeting: Linda K. Myers | Management | For | For | For | |||||||||||
1h. | Election of Director to serve until the next Annual Meeting: Kieran M. O'Sullivan | Management | For | For | For | |||||||||||
1i. | Election of Director to serve until the next Annual Meeting: David A. Reed | Management | For | For | For | |||||||||||
1j. | Election of Director to serve until the next Annual Meeting: John A. Sirpilla | Management | For | For | For | |||||||||||
2. | To approve, in a non-binding advisory vote, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Advisory vote on the frequency of future advisory votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To ratify the appointment of KPMG LLP as independent auditor for the Company for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
MERIT MEDICAL SYSTEMS, INC. | ||||||||||||||||
Security | 589889104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MMSI | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US5898891040 | Agenda | 935806200 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for a three year term: Lonny J. Carpenter | Management | For | For | For | |||||||||||
1b. | Election of Director for a three year term: David K. Floyd | Management | For | For | For | |||||||||||
1c. | Election of Director for a three year term: Lynne N. Ward | Management | For | For | For | |||||||||||
2. | Approval of a non-binding, advisory resolution approving the compensation of the Company's named executive officers as described in the Merit Medical Systems, Inc. Proxy Statement. | Management | For | For | For | |||||||||||
3. | Approval of a non-binding advisory resolution to determine whether, during the next six years, the Company's shareholders will be asked to approve the compensation of the Company's named executive officers every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratification of the Audit Committee's appointment of Deloitte & Touche LLP to serve as the independent registered public accounting firm of the Company for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
REPLIGEN CORPORATION | ||||||||||||||||
Security | 759916109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | RGEN | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US7599161095 | Agenda | 935833132 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Tony J. Hunt | Management | For | For | For | |||||||||||
1b. | Election of Director: Karen A. Dawes | Management | For | For | For | |||||||||||
1c. | Election of Director: Nicolas M. Barthelemy | Management | For | For | For | |||||||||||
1d. | Election of Director: Carrie Eglinton Manner | Management | For | For | For | |||||||||||
1e. | Election of Director: Konstantin Konstantinov, Ph.D. | Management | For | For | For | |||||||||||
1f. | Election of Director: Martin D. Madaus, D.V.M., Ph.D. | Management | For | For | For | |||||||||||
1g. | Election of Director: Rohin Mhatre, Ph.D. | Management | For | For | For | |||||||||||
1h. | Election of Director: Glenn P. Muir | Management | For | For | For | |||||||||||
2. | Ratification of the selection of Ernst & Young LLP as Repligen Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve the compensation paid to Repligen Corporation's named executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes on the compensation of Repligen Corporation's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Amendment to Repligen Corporation's Certificate of Incorporation to permit the Board of Directors to adopt, amend or repeal the Company's By-laws. | Management | For | For | For | |||||||||||
6. | Ratification of the amendment and restatement of Repligen Corporation's By- laws adopted by the Board of Directors on January 27, 2021 to implement stockholder proxy access. | Management | For | For | For | |||||||||||
OMNICELL, INC. | ||||||||||||||||
Security | 68213N109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OMCL | Meeting Date | 23-May-2023 | |||||||||||||
ISIN | US68213N1090 | Agenda | 935824347 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I director to serve until the 2026 Annual Meeting: Joanne B. Bauer | Management | For | For | For | |||||||||||
1.2 | Election of Class I director to serve until the 2026 Annual Meeting: Robin G. Seim | Management | For | For | For | |||||||||||
1.3 | Election of Class I director to serve until the 2026 Annual Meeting: Sara J. White | Management | For | For | For | |||||||||||
2. | Say on Pay - An advisory vote to approve named executive officer compensation. | Management | For | For | For | |||||||||||
3. | Frequency of Say on Pay - An advisory vote on the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Proposal to approve Omnicell's 1997 Employee Stock Purchase Plan, as amended, to add an additional 3,000,000 shares to the number of shares of common stock authorized for issuance under the plan. | Management | For | For | For | |||||||||||
5. | Proposal to approve Omnicell's 2009 Equity Incentive Plan, as amended, to, among other items, add an additional 1,600,000 shares to the number of shares of common stock authorized for issuance under such plan. | Management | For | For | For | |||||||||||
6. | Proposal to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
STEVANATO GROUP S.P.A | ||||||||||||||||
Security | T9224W109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | STVN | Meeting Date | 24-May-2023 | |||||||||||||
ISIN | IT0005452658 | Agenda | 935864048 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Approval of the financial statements for the financial year ended on December 31, 2022, and acknowledgment of the related statements and reports. | Management | For | None | For | |||||||||||
2. | Distribution of a gross dividend in cash of Euro 0.054 for each outstanding share, net of the treasury shares; allocation of the residual net profits to the reserves and related resolutions. | Management | For | None | For | |||||||||||
3. | Approval of the yearly gross total compensation of Euro 148,000, to be paid partly in cash and partly in shares, for each Director (except for Mr. Franco Moro). | Management | For | None | For | |||||||||||
4. | Appointment of PricewaterhouseCoopers S.p.A. as External Auditor for the financial years 2023-2025 and granting to the External Auditor of the relevant annual compensation for each of the financial years 2023-2025. | Management | For | None | For | |||||||||||
5. | Granting to the Board of Directors of the authorization to purchase, and dispose of, treasury shares within certain limitations for a one-year period. | Management | For | None | For | |||||||||||
6. | Approval of amendments to Article 11.3 of the By-laws. | Management | For | None | For | |||||||||||
WORKIVA INC. | ||||||||||||||||
Security | 98139A105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WK | Meeting Date | 30-May-2023 | |||||||||||||
ISIN | US98139A1051 | Agenda | 935824727 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Michael M. Crow, Ph.D. | Management | For | For | For | |||||||||||
1.2 | Election of Director: Julie Iskow | Management | For | For | For | |||||||||||
2. | Approval, on an advisory basis, of the compensation of Workiva's named executive officers. | Management | For | For | For | |||||||||||
3. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
AXON ENTERPRISE, INC. | ||||||||||||||||
Security | 05464C101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | AXON | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US05464C1018 | Agenda | 935831619 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A. | Election of Director: Adriane Brown | Management | For | For | For | |||||||||||
1B. | Election of Director: Michael Garnreiter | Management | For | For | For | |||||||||||
1C. | Election of Director: Mark W. Kroll | Management | Abstain | For | Against | |||||||||||
1D. | Election of Director: Matthew R. McBrady | Management | For | For | For | |||||||||||
1E. | Election of Director: Hadi Partovi | Management | For | For | For | |||||||||||
1F. | Election of Director: Graham Smith | Management | For | For | For | |||||||||||
1G. | Election of Director: Patrick W. Smith | Management | For | For | For | |||||||||||
1H. | Election of Director: Jeri Williams | Management | For | For | For | |||||||||||
2. | Proposal No. 2 requests that shareholders vote to approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Proposal No. 3 requests that shareholders vote to approve, on an advisory basis, the frequency of the shareholder vote to approve the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Proposal No. 4 requests that shareholders vote to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
5. | Proposal No. 5 requests that shareholders vote to approve the 2023 CEO Performance Award. | Management | Against | For | Against | |||||||||||
6. | Proposal No. 6 is a shareholder proposal to discontinue the development of a non-lethal TASER drone system. | Shareholder | Against | Against | For | |||||||||||
HILLMAN SOLUTIONS CORP. | ||||||||||||||||
Security | 431636109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HLMN | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US4316361090 | Agenda | 935824450 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | ELECTION OF DIRECTOR: Aaron P. Jagdfeld | Management | For | For | For | |||||||||||
1b. | ELECTION OF DIRECTOR: David A. Owens | Management | For | For | For | |||||||||||
1c. | ELECTION OF DIRECTOR: Philip K. Woodlief | Management | For | For | For | |||||||||||
2. | To approve, by non-binding vote, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Deloitte & Touche LLP as our independent auditor for fiscal year 2023. | Management | For | For | For | |||||||||||
Q2 HOLDINGS INC | ||||||||||||||||
Security | 74736L109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | QTWO | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US74736L1098 | Agenda | 935854124 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | R. Lynn Atchison | For | For | For | ||||||||||||
2 | Jeffrey T. Diehl | For | For | For | ||||||||||||
3 | Matthew P. Flake | For | For | For | ||||||||||||
4 | Stephen C. Hooley | For | For | For | ||||||||||||
5 | James R. Offerdahl | For | For | For | ||||||||||||
6 | R.H. Seale, III | For | For | For | ||||||||||||
7 | Margaret L. Taylor | For | For | For | ||||||||||||
8 | Lynn Antipas Tyson | For | For | For | ||||||||||||
2. | To ratify the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve the 2023 Equity Incentive Plan. | Management | For | For | For | |||||||||||
4. | Advisory vote to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
5. | Advisory vote on the frequency of future votes on the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
CASELLA WASTE SYSTEMS, INC. | ||||||||||||||||
Security | 147448104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CWST | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US1474481041 | Agenda | 935832306 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve until the 2026 Annual Meeting: Michael L. Battles | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve until the 2026 Annual Meeting: Joseph G. Doody | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve until the 2026 Annual Meeting: Emily Nagle Green | Management | Withheld | For | Against | |||||||||||
2. | To approve the Casella Waste Systems, Inc. Second Amended and Restated 1997 Employee Stock Purchase Plan. | Management | For | For | For | |||||||||||
3. | To approve, in an advisory "say-on-pay" vote, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To recommend, in an advisory "say-on- frequency" vote, the frequency of future advisory "say-on-pay" votes. | Management | 1 Year | 1 Year | For | |||||||||||
5. | To ratify the appointment of RSM US LLP as the Company's independent auditors for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
DEFINITIVE HEALTHCARE CORP. | ||||||||||||||||
Security | 24477E103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | DH | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US24477E1038 | Agenda | 935827886 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Chris Egan | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Samuel A. Hamood | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Jill Larsen | Management | For | For | For | |||||||||||
1.4 | Election of Class II Director to serve a three-year term expiring at the 2026 Annual Meeting: Sastry Chilukuri | Management | For | For | For | |||||||||||
2. | To indicate, on an advisory basis, the preferred frequency of shareholder advisory votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
3. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
GARTNER, INC. | ||||||||||||||||
Security | 366651107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | IT | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US3666511072 | Agenda | 935825806 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for term expiring in 2024: Peter E. Bisson | Management | For | For | For | |||||||||||
1b. | Election of Director for term expiring in 2024: Richard J. Bressler | Management | For | For | For | |||||||||||
1c. | Election of Director for term expiring in 2024: Raul E. Cesan | Management | For | For | For | |||||||||||
1d. | Election of Director for term expiring in 2024: Karen E. Dykstra | Management | For | For | For | |||||||||||
1e. | Election of Director for term expiring in 2024: Diana S. Ferguson | Management | For | For | For | |||||||||||
1f. | Election of Director for term expiring in 2024: Anne Sutherland Fuchs | Management | For | For | For | |||||||||||
1g. | Election of Director for term expiring in 2024: William O. Grabe | Management | For | For | For | |||||||||||
1h. | Election of Director for term expiring in 2024: José M. Gutiérrez | Management | For | For | For | |||||||||||
1i. | Election of Director for term expiring in 2024: Eugene A. Hall | Management | For | For | For | |||||||||||
1j. | Election of Director for term expiring in 2024: Stephen G. Pagliuca | Management | For | For | For | |||||||||||
1k. | Election of Director for term expiring in 2024: Eileen M. Serra | Management | For | For | For | |||||||||||
1l. | Election of Director for term expiring in 2024: James C. Smith | Management | For | For | For | |||||||||||
2. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | Vote, on an advisory basis, on the frequency of future stockholder advisory votes on the Company's executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Approval of the Gartner, Inc. Long-Term Incentive Plan. | Management | For | For | For | |||||||||||
5. | Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
WATSCO, INC. | ||||||||||||||||
Security | 942622200 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WSO | Meeting Date | 05-Jun-2023 | |||||||||||||
ISIN | US9426222009 | Agenda | 935850126 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Ana Lopez-Blazquez | For | For | For | ||||||||||||
2. | To approve the advisory resolution regarding the compensation of our named executive officers. | Management | Against | For | Against | |||||||||||
3. | To approve the advisory resolution on the frequency of the advisory resolution regarding the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
ALTAIR ENGINEERING INC. | ||||||||||||||||
Security | 021369103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ALTR | Meeting Date | 06-Jun-2023 | |||||||||||||
ISIN | US0213691035 | Agenda | 935839716 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class III Director to serve until the 2026 Annual Meeting: James R. Scapa | Management | For | For | For | |||||||||||
1b. | Election of Class III Director to serve until the 2026 Annual Meeting: Stephen Earhart | Management | For | For | For | |||||||||||
2. | To vote, on an advisory basis, on the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
EXPONENT, INC. | ||||||||||||||||
Security | 30214U102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | EXPO | Meeting Date | 08-Jun-2023 | |||||||||||||
ISIN | US30214U1025 | Agenda | 935832584 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: George H. Brown | Management | For | For | For | |||||||||||
1.2 | Election of Director: Catherine Ford Corrigan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Paul R. Johnston | Management | For | For | For | |||||||||||
1.4 | Election of Director: Carol Lindstrom | Management | For | For | For | |||||||||||
1.5 | Election of Director: Karen A. Richardson | Management | For | For | For | |||||||||||
1.6 | Election of Director: Debra L. Zumwalt | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP, as independent registered public accounting firm for the Company for the fiscal year ending December 29, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the fiscal 2022 compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To recommend, by non-binding vote, the frequency of executive compensation votes. | Management | 1 Year | 1 Year | For | |||||||||||
GENERAC HOLDINGS INC. | ||||||||||||||||
Security | 368736104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GNRC | Meeting Date | 15-Jun-2023 | |||||||||||||
ISIN | US3687361044 | Agenda | 935846418 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director: Marcia J. Avedon | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director: Bennett J. Morgan | Management | Against | For | Against | |||||||||||
1.3 | Election of Class II Director: Dominick P. Zarcone | Management | For | For | For | |||||||||||
2. | Proposal to ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ended December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote on the non-binding "say-on- pay" resolution to approve the compensation of our executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on the non-binding resolution regarding the frequency of our advisory votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
THE DESCARTES SYSTEMS GROUP INC. | ||||||||||||||||
Security | 249906108 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | DSGX | Meeting Date | 15-Jun-2023 | |||||||||||||
ISIN | CA2499061083 | Agenda | 935871295 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A | Election of Director - Deepak Chopra | Management | For | For | For | |||||||||||
1B | Election of Director - Deborah Close | Management | For | For | For | |||||||||||
1C | Election of Director - Eric Demirian | Management | For | For | For | |||||||||||
1D | Election of Director - Sandra Hanington | Management | For | For | For | |||||||||||
1E | Election of Director - Kelley Irwin | Management | For | For | For | |||||||||||
1F | Election of Director - Dennis Maple | Management | For | For | For | |||||||||||
1G | Election of Director - Chris Muntwyler | Management | For | For | For | |||||||||||
1H | Election of Director - Jane O'Hagan | Management | For | For | For | |||||||||||
1I | Election of Director - Edward J. Ryan | Management | For | For | For | |||||||||||
1J | Election of Director - John J. Walker | Management | For | For | For | |||||||||||
2 | Appointment of KPMG LLP, Chartered Professional Accountants, Licensed Public Accountants, as auditors of the Corporation to hold office until the next annual meeting of shareholders or until a successor is appointed. | Management | For | For | For | |||||||||||
3 | Approval of the Rights Plan Resolution approving the continuation and the Amended and Restated Shareholder Rights Plan Agreement as set out on page 22 of the Corporation's Management Information Circular dated May 5th, 2023. | Management | For | For | For | |||||||||||
4 | Approval of the Say-On-Pay Resolution as set out on page 25 of the Corporation's Management Information Circular dated May 5th, 2023. | Management | For | For | For | |||||||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC. | ||||||||||||||||
Security | 109194100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BFAM | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US1091941005 | Agenda | 935852574 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class I Director for a term of three years: Stephen H. Kramer | Management | For | For | For | |||||||||||
1b. | Election of Class I Director for a term of three years: Dr. Sara Lawrence-Lightfoot | Management | For | For | For | |||||||||||
1c. | Election of Class I Director for a term of three years: Cathy E. Minehan | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the 2022 compensation paid by the Company to its Named Executive Officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
CLEARWATER ANALYTICS HOLDINGS, INC. | ||||||||||||||||
Security | 185123106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CWAN | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US1851231068 | Agenda | 935853045 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to serve until the 2026 Annual Meeting: Christopher Hooper | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to serve until the 2026 Annual Meeting: D. Scott Mackesy | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to serve until the 2026 Annual Meeting: Sandeep Sahai | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
BALCHEM CORPORATION | ||||||||||||||||
Security | 057665200 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BCPC | Meeting Date | 22-Jun-2023 | |||||||||||||
ISIN | US0576652004 | Agenda | 935849426 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: David Fischer | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year 2023. | Management | For | For | For | |||||||||||
3. | Advisory approval of the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on whether an advisory vote to approve the compensation of the Company's named executive officers should occur every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Approval of the Amended and Restated 2017 Omnibus Incentive Plan. | Management | For | For | For |
CONESTOGA MID CAP FUND
Investment Company Report | ||||||||||||||||
STERIS PLC | ||||||||||||||||
Security | G8473T100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | STE | Meeting Date | 28-Jul-2022 | |||||||||||||
ISIN | IE00BFY8C754 | Agenda | 935673093 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Re-election of Director: Richard C. Breeden | Management | For | For | For | |||||||||||
1b. | Re-election of Director: Daniel A. Carestio | Management | For | For | For | |||||||||||
1c. | Re-election of Director: Cynthia L. Feldmann | Management | For | For | For | |||||||||||
1d. | Re-election of Director: Christopher S. Holland | Management | For | For | For | |||||||||||
1e. | Re-election of Director: Dr. Jacqueline B. Kosecoff | Management | For | For | For | |||||||||||
1f. | Re-election of Director: Paul E. Martin | Management | For | For | For | |||||||||||
1g. | Re-election of Director: Dr. Nirav R. Shah | Management | For | For | For | |||||||||||
1h. | Re-election of Director: Dr. Mohsen M. Sohi | Management | For | For | For | |||||||||||
1i. | Re-election of Director: Dr. Richard M. Steeves | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending March 31, 2023. | Management | For | For | For | |||||||||||
3. | To appoint Ernst & Young Chartered Accountants as the Company's statutory auditor under Irish law to hold office until the conclusion of the Company's next annual general meeting. | Management | For | For | For | |||||||||||
4. | To authorize the Board of Directors of the Company or the Audit Committee of the Board of Directors to determine the remuneration of Ernst & Young Chartered Accountants as the Company's statutory auditor under Irish law. | Management | For | For | For | |||||||||||
5. | To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed pursuant to the disclosure rules of the U.S. Securities and Exchange Commission, including the compensation discussion and analysis and the tabular and narrative disclosure contained in the Company's proxy statement dated June 14, 2022. | Management | For | For | For | |||||||||||
LIGHTSPEED COMMERCE INC. | ||||||||||||||||
Security | 53229C107 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | LSPD | Meeting Date | 04-Aug-2022 | |||||||||||||
ISIN | CA53229C1077 | Agenda | 935684957 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1 | DIRECTOR | Management | ||||||||||||||
1 | Patrick Pichette | For | For | For | ||||||||||||
2 | Dax Dasilva | For | For | For | ||||||||||||
3 | Dale Murray | For | For | For | ||||||||||||
4 | Jean Paul Chauvet | For | For | For | ||||||||||||
5 | Merline Saintil | Withheld | For | Against | ||||||||||||
6 | Nathalie Gaveau | For | For | For | ||||||||||||
7 | Paul McFeeters | For | For | For | ||||||||||||
8 | Rob Williams | For | For | For | ||||||||||||
2 | Appointment of PricewaterhouseCoopers LLP ("PwC") as auditors of the Company. | Management | For | For | For | |||||||||||
3 | Consider, and if deemed appropriate, approve an advisory, non- binding resolution on the Company's approach to executive compensation as disclosed in the Management Proxy Circular for the Meeting. | Management | Against | For | Against | |||||||||||
4 | Consider, and if deemed appropriate, approve a resolution of the shareholders approving a forum selection by-law as disclosed in the Management Proxy Circular for the Meeting. | Management | Against | For | Against | |||||||||||
AVALARA, INC. | ||||||||||||||||
Security | 05338G106 | Meeting Type | Special | |||||||||||||
Ticker Symbol | AVLR | Meeting Date | 14-Oct-2022 | |||||||||||||
ISIN | US05338G1067 | Agenda | 935711502 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Approval of the Agreement and Plan of Merger, dated as of August 8, 2022 (as it may be amended, modified, or supplemented from time to time), by and among Lava Intermediate, Inc. ("Parent"), Lava Merger Sub, Inc. ("Merger Sub") and Avalara, Inc. ("Avalara") (the "merger proposal"). | Management | Against | For | Against | |||||||||||
2. | Approval, on a non-binding advisory basis, of certain compensation that will or may be paid by Avalara to its named executive officers that is based on or otherwise relates to the merger (the "named executive officer merger-related compensation advisory proposal"). | Management | Against | For | Against | |||||||||||
3. | Approval of the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement proposal or to ensure that any supplement or amendment to the accompanying proxy statement is timely provided to Avalara shareholders (the "adjournment proposal"). | Management | Against | For | Against | |||||||||||
BIO-TECHNE CORP | ||||||||||||||||
Security | 09073M104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TECH | Meeting Date | 27-Oct-2022 | |||||||||||||
ISIN | US09073M1045 | Agenda | 935709824 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To set the number of Directors at nine. | Management | For | For | For | |||||||||||
2a. | Election of Director: Robert V. Baumgartner | Management | For | For | For | |||||||||||
2b. | Election of Director: Julie L. Bushman | Management | For | For | For | |||||||||||
2c. | Election of Director: John L. Higgins | Management | For | For | For | |||||||||||
2d. | Election of Director: Joseph D. Keegan | Management | For | For | For | |||||||||||
2e. | Election of Director: Charles R. Kummeth | Management | For | For | For | |||||||||||
2f. | Election of Director: Roeland Nusse | Management | For | For | For | |||||||||||
2g. | Election of Director: Alpna Seth | Management | For | For | For | |||||||||||
2h. | Election of Director: Randolph Steer | Management | For | For | For | |||||||||||
2i. | Election of Director: Rupert Vessey | Management | For | For | For | |||||||||||
3. | Cast a non-binding vote on named executive officer compensation. | Management | Against | For | Against | |||||||||||
4. | Approve an amendment to the Company's Articles of Incorporation to increase the number of authorized shares of common stock to effect a proposed 4-for-1 stock split in the form of a stock dividend. | Management | For | For | For | |||||||||||
5. | Ratify the appointment of the Company's independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
COPART, INC. | ||||||||||||||||
Security | 217204106 | Meeting Type | Special | |||||||||||||
Ticker Symbol | CPRT | Meeting Date | 31-Oct-2022 | |||||||||||||
ISIN | US2172041061 | Agenda | 935722480 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To approve an amendment and restatement of Copart, Inc.'s Certificate of Incorporation to increase the number of shares of our common stock authorized for issuance from 400,000,000 shares to 1,600,000,000 shares, primarily to facilitate a 2-for-1 split of the Company's common stock in the form of a stock dividend (the "Authorized Share Increase Proposal"). | Management | For | For | For | |||||||||||
2. | To authorize the adjournment of the special meeting, if necessary, to solicit additional proxies if there are insufficient votes in favor of the Authorized Share Increase Proposal. | Management | For | For | For | |||||||||||
JACK HENRY & ASSOCIATES, INC. | ||||||||||||||||
Security | 426281101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | JKHY | Meeting Date | 15-Nov-2022 | |||||||||||||
ISIN | US4262811015 | Agenda | 935719863 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: D. Foss | Management | For | For | For | |||||||||||
1.2 | Election of Director: M. Flanigan | Management | For | For | For | |||||||||||
1.3 | Election of Director: T. Wilson | Management | For | For | For | |||||||||||
1.4 | Election of Director: J. Fiegel | Management | For | For | For | |||||||||||
1.5 | Election of Director: T. Wimsett | Management | For | For | For | |||||||||||
1.6 | Election of Director: L. Kelly | Management | For | For | For | |||||||||||
1.7 | Election of Director: S. Miyashiro | Management | For | For | For | |||||||||||
1.8 | Election of Director: W. Brown | Management | For | For | For | |||||||||||
1.9 | Election of Director: C. Campbell | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of the Company's independent registered public accounting firm. | Management | For | For | For | |||||||||||
COPART, INC. | ||||||||||||||||
Security | 217204106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CPRT | Meeting Date | 02-Dec-2022 | |||||||||||||
ISIN | US2172041061 | Agenda | 935730552 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Willis J. Johnson | Management | For | For | For | |||||||||||
1b. | Election of Director: A. Jayson Adair | Management | For | For | For | |||||||||||
1c. | Election of Director: Matt Blunt | Management | For | For | For | |||||||||||
1d. | Election of Director: Steven D. Cohan | Management | For | For | For | |||||||||||
1e. | Election of Director: Daniel J. Englander | Management | For | For | For | |||||||||||
1f. | Election of Director: James E. Meeks | Management | For | For | For | |||||||||||
1g. | Election of Director: Thomas N. Tryforos | Management | For | For | For | |||||||||||
1h. | Election of Director: Diane M. Morefield | Management | For | For | For | |||||||||||
1i. | Election of Director: Stephen Fisher | Management | Against | For | Against | |||||||||||
1j. | Election of Director: Cherylyn Harley LeBon | Management | For | For | For | |||||||||||
1k. | Election of Director: Carl D. Sparks | Management | For | For | For | |||||||||||
2. | Advisory (non-binding) stockholder vote on executive compensation (say-on-pay vote). | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023. | Management | For | For | For | |||||||||||
VAIL RESORTS, INC. | ||||||||||||||||
Security | 91879Q109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MTN | Meeting Date | 07-Dec-2022 | |||||||||||||
ISIN | US91879Q1094 | Agenda | 935723646 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Susan L. Decker | Management | For | For | For | |||||||||||
1b. | Election of Director: Robert A. Katz | Management | For | For | For | |||||||||||
1c. | Election of Director: Kirsten A. Lynch | Management | For | For | For | |||||||||||
1d. | Election of Director: Nadia Rawlinson | Management | For | For | For | |||||||||||
1e. | Election of Director: John T. Redmond | Management | For | For | For | |||||||||||
1f. | Election of Director: Michele Romanow | Management | For | For | For | |||||||||||
1g. | Election of Director: Hilary A. Schneider | Management | For | For | For | |||||||||||
1h. | Election of Director: D. Bruce Sewell | Management | For | For | For | |||||||||||
1i. | Election of Director: John F. Sorte | Management | For | For | For | |||||||||||
1j. | Election of Director: Peter A. Vaughn | Management | For | For | For | |||||||||||
2. | Ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending July 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | For | |||||||||||
FACTSET RESEARCH SYSTEMS INC. | ||||||||||||||||
Security | 303075105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FDS | Meeting Date | 15-Dec-2022 | |||||||||||||
ISIN | US3030751057 | Agenda | 935726161 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to serve a three-year term expiring in 2025: James J. McGonigle | Management | For | For | For | |||||||||||
1b. | Election of Director to serve a three-year term expiring in 2025: F. Philip Snow | Management | For | For | For | |||||||||||
1c. | Election of Director to serve a three-year term expiring in 2025: Maria Teresa Tejada | Management | For | For | For | |||||||||||
2. | To ratify the appointment of the accounting firm of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2023. | Management | For | For | For | |||||||||||
3. | To vote on a non-binding advisory resolution to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
4. | To approve an amendment to the Certificate of Incorporation to declassify the Board of Directors, including procedures relating to Board composition. | Management | For | For | For | |||||||||||
5. | To approve an amendment to the Certificate of Incorporation to remove certain business combination restrictions. | Management | For | For | For | |||||||||||
6. | To approve an amendment to the Certificate of Incorporation to add a Delaware forum selection provision. | Management | Against | For | Against | |||||||||||
7. | To approve an amendment to the Certificate of Incorporation to add a federal forum selection provision. | Management | Against | For | Against | |||||||||||
8. | To approve an amendment to the Certificate of Incorporation to remove a creditor compromise provision. | Management | For | For | For | |||||||||||
9. | To approve amendment and restatement of the Certificate of Incorporation to clarify, streamline and modernize the Certificate of Incorporation. | Management | For | For | For | |||||||||||
GUIDEWIRE SOFTWARE, INC. | ||||||||||||||||
Security | 40171V100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GWRE | Meeting Date | 20-Dec-2022 | |||||||||||||
ISIN | US40171V1008 | Agenda | 935730514 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for a one-year term expiring at the 2023 annual meeting: Marcus S. Ryu | Management | For | For | For | |||||||||||
1b. | Election of Director for a one-year term expiring at the 2023 annual meeting: Paul Lavin | Management | For | For | For | |||||||||||
1c. | Election of Director for a one-year term expiring at the 2023 annual meeting: Mike Rosenbaum | Management | For | For | For | |||||||||||
1d. | Election of Director for a one-year term expiring at the 2023 annual meeting: David S. Bauer | Management | For | For | For | |||||||||||
1e. | Election of Director for a one-year term expiring at the 2023 annual meeting: Margaret Dillon | Management | For | For | For | |||||||||||
1f. | Election of Director for a one-year term expiring at the 2023 annual meeting: Michael C. Keller | Management | For | For | For | |||||||||||
1g. | Election of Director for a one-year term expiring at the 2023 annual meeting: Catherine P. Lego | Management | For | For | For | |||||||||||
1h. | Election of Director for a one-year term expiring at the 2023 annual meeting: Rajani Ramanathan | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding, advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
4. | To approve the amendment and restatement of our certificate of incorporation to permit stockholders holding 20% of our outstanding common stock to call special meetings. | Management | For | For | For | |||||||||||
5. | To approve the amendment and restatement of our certificate of incorporation to permit the exculpation of officers. | Management | Against | For | Against | |||||||||||
6. | To approve the amendment and restatement of the Guidewire Software, Inc. 2020 Stock Plan. | Management | For | For | For | |||||||||||
HEICO CORPORATION | ||||||||||||||||
Security | 422806208 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HEIA | Meeting Date | 17-Mar-2023 | |||||||||||||
ISIN | US4228062083 | Agenda | 935764298 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Thomas M. Culligan | For | For | For | ||||||||||||
2 | Carol F. Fine | For | For | For | ||||||||||||
3 | Adolfo Henriques | For | For | For | ||||||||||||
4 | Mark H. Hildebrandt | For | For | For | ||||||||||||
5 | Eric A. Mendelson | For | For | For | ||||||||||||
6 | Laurans A. Mendelson | For | For | For | ||||||||||||
7 | Victor H. Mendelson | For | For | For | ||||||||||||
8 | Julie Neitzel | For | For | For | ||||||||||||
9 | Dr. Alan Schriesheim | For | For | For | ||||||||||||
10 | Frank J. Schwitter | For | For | For | ||||||||||||
2. | ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION. | Management | For | For | For | |||||||||||
3. | ADVISORY VOTE ON THE FREQUENCY OF HOLDING FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. | Management | 1 Year | 1 Year | For | |||||||||||
4. | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31, 2023. | Management | For | For | For | |||||||||||
ROLLINS, INC. | ||||||||||||||||
Security | 775711104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROL | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US7757111049 | Agenda | 935779566 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class I Director for a three-year term expiring in 2026: Jerry E. Gahlhoff | Management | For | For | For | |||||||||||
1.2 | Election of Class I Director for a three-year term expiring in 2026: Patrick J. Gunning | Management | For | For | For | |||||||||||
1.3 | Election of Class I Director for a three-year term expiring in 2026: Gregory B. Morrison | Management | For | For | For | |||||||||||
1.4 | Election of Class I Director for a three-year term expiring in 2026: Jerry W. Nix | Management | For | For | For | |||||||||||
1.5 | Election of Class II Director for a one-year term expiring in 2024: P. Russell Hardin | Management | For | For | For | |||||||||||
2. | To hold an advisory (non-binding) vote to approve the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | To hold an advisory (non-binding) vote on the frequency of future stockholder advisory votes to approve the compensation paid to the Company's named executive officers | Management | 3 Years | 3 Years | For | |||||||||||
WEST PHARMACEUTICAL SERVICES, INC. | ||||||||||||||||
Security | 955306105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WST | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US9553061055 | Agenda | 935779453 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Mark A. Buthman | Management | For | For | For | |||||||||||
1b. | Election of Director: William F. Feehery | Management | For | For | For | |||||||||||
1c. | Election of Director: Robert F. Friel | Management | For | For | For | |||||||||||
1d. | Election of Director: Eric M. Green | Management | For | For | For | |||||||||||
1e. | Election of Director: Thomas W. Hofmann | Management | For | For | For | |||||||||||
1f. | Election of Director: Molly E. Joseph | Management | For | For | For | |||||||||||
1g. | Election of Director: Deborah L. V. Keller | Management | For | For | For | |||||||||||
1h. | Election of Director: Myla P. Lai-Goldman | Management | For | For | For | |||||||||||
1i. | Election of Director: Stephen H. Lockhart | Management | For | For | For | |||||||||||
1j. | Election of Director: Douglas A. Michels | Management | For | For | For | |||||||||||
1k. | Election of Director: Paolo Pucci | Management | For | For | For | |||||||||||
2. | Advisory vote to approve named executive officer compensation. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of an advisory vote on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Shareholder proposal regarding Fair Elections. | Shareholder | For | Against | Against | |||||||||||
BALL CORPORATION | ||||||||||||||||
Security | 058498106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BALL | Meeting Date | 26-Apr-2023 | |||||||||||||
ISIN | US0584981064 | Agenda | 935779376 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Cathy D. Ross | Management | For | For | For | |||||||||||
1b. | Election of Director: Betty J. Sapp | Management | For | For | For | |||||||||||
1c. | Election of Director: Stuart A. Taylor II | Management | For | For | For | |||||||||||
2. | To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Corporation for 2023. | Management | For | For | For | |||||||||||
3. | To approve, by non-binding vote, the compensation paid to the named executive officers. | Management | For | For | For | |||||||||||
4. | To approve, by non-binding, advisory vote, the frequency of future non-binding, advisory shareholder votes to approve the compensation of the named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
GRACO INC. | ||||||||||||||||
Security | 384109104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GGG | Meeting Date | 28-Apr-2023 | |||||||||||||
ISIN | US3841091040 | Agenda | 935780660 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Lee R. Mitau | Management | For | For | For | |||||||||||
1b. | Election of Director: Martha A. Morfitt | Management | For | For | For | |||||||||||
1c. | Election of Director: Mark W. Sheahan | Management | For | For | For | |||||||||||
1d. | Election of Director: Kevin J. Wheeler | Management | For | For | For | |||||||||||
2. | Ratification of appointment of Deloitte & Touche LLP as the Company's independent registered accounting firm. | Management | For | For | For | |||||||||||
3. | Approval, on an advisory basis, of the compensation paid to our named executive officers as disclosed in the Proxy Statement. | Management | For | For | For | |||||||||||
4. | Approval, on an advisory basis, of the frequency of the advisory vote on the compensation paid to our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
COGNEX CORPORATION | ||||||||||||||||
Security | 192422103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CGNX | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US1924221039 | Agenda | 935779439 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director for a term ending in 2026: Angelos Papadimitriou | Management | For | For | For | |||||||||||
1.2 | Election of Director for a term ending in 2026: Dianne M. Parrotte | Management | For | For | For | |||||||||||
1.3 | Election of Director for a term ending in 2025: John T.C. Lee | Management | For | For | For | |||||||||||
2. | To approve the Cognex Corporation 2023 Stock Option and Incentive Plan. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Grant Thornton LLP as our independent registered public accounting firm for fiscal year 2023. | Management | For | For | For | |||||||||||
4. | To approve, on an advisory basis, the compensation of Cognex's named executive officers, as described in the proxy statement including the Compensation Discussion and Analysis, compensation tables and narrative discussion ("say-on- pay"). | Management | For | For | For | |||||||||||
5. | To recommend, by non-binding vote, the frequency of shareholder votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
POOL CORPORATION | ||||||||||||||||
Security | 73278L105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | POOL | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US73278L1052 | Agenda | 935797425 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Peter D. Arvan | Management | For | For | For | |||||||||||
1b. | Election of Director: Martha "Marty" S. Gervasi | Management | For | For | For | |||||||||||
1c. | Election of Director: James "Jim" D. Hope | Management | For | For | For | |||||||||||
1d. | Election of Director: Debra S. Oler | Management | For | For | For | |||||||||||
1e. | Election of Director: Manuel J. Perez de la Mesa | Management | For | For | For | |||||||||||
1f. | Election of Director: Carlos A. Sabater | Management | For | For | For | |||||||||||
1g. | Election of Director: Robert C. Sledd | Management | For | For | For | |||||||||||
1h. | Election of Director: John E. Stokely | Management | For | For | For | |||||||||||
1i. | Election of Director: David G. Whalen | Management | For | For | For | |||||||||||
2. | Ratification of the retention of Ernst & Young LLP, certified public accountants, as our independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
3. | Say-on-pay vote: Advisory vote to approve the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
4. | Frequency vote: Advisory vote on frequency of future Say-on-pay votes. | Management | 1 Year | 1 Year | For | |||||||||||
METTLER-TOLEDO INTERNATIONAL INC. | ||||||||||||||||
Security | 592688105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MTD | Meeting Date | 04-May-2023 | |||||||||||||
ISIN | US5926881054 | Agenda | 935778449 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Robert F. Spoerry | Management | For | For | For | |||||||||||
1.2 | Election of Director: Roland Diggelmann | Management | For | For | For | |||||||||||
1.3 | Election of Director: Domitille Doat-Le Bigot | Management | For | For | For | |||||||||||
1.4 | Election of Director: Elisha W. Finney | Management | For | For | For | |||||||||||
1.5 | Election of Director: Richard Francis | Management | For | For | For | |||||||||||
1.6 | Election of Director: Michael A. Kelly | Management | For | For | For | |||||||||||
1.7 | Election of Director: Thomas P. Salice | Management | For | For | For | |||||||||||
1.8 | Election of Director: Ingrid Zhang | Management | For | For | For | |||||||||||
2. | RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | Management | For | For | For | |||||||||||
3. | ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | Management | For | For | For | |||||||||||
4 | ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES TO APPROVE EXECUTIVE COMPENSATION | Management | 1 Year | 1 Year | For | |||||||||||
TELEFLEX INCORPORATED | ||||||||||||||||
Security | 879369106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TFX | Meeting Date | 05-May-2023 | |||||||||||||
ISIN | US8793691069 | Agenda | 935807113 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Gretchen R. Haggerty | Management | For | For | For | |||||||||||
1b. | Election of Director: Liam J. Kelly | Management | For | For | For | |||||||||||
1c. | Election of Director: Jaewon Ryu | Management | For | For | For | |||||||||||
2. | Approval of the Teleflex Incorporated 2023 Stock Incentive Plan. | Management | For | For | For | |||||||||||
3. | Approval of Amended and Restated Certificate of Incorporation to eliminate supermajority voting provisions. | Management | For | For | For | |||||||||||
4. | Approval, on an advisory basis, of named executive officer compensation. | Management | For | For | For | |||||||||||
5. | Advisory vote on whether future advisory votes on compensation of our named executive officers should occur every one, two or three years. | Management | 1 Year | 1 Year | For | |||||||||||
6. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
7. | Stockholder proposal, if properly presented at the Annual Meeting, to adopt a shareholder right to call a special shareholder meeting. | Management | For | Against | Against | |||||||||||
TRACTOR SUPPLY COMPANY | ||||||||||||||||
Security | 892356106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TSCO | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US8923561067 | Agenda | 935798643 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Joy Brown | Management | For | For | For | |||||||||||
1.2 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Ricardo Cardenas | Management | For | For | For | |||||||||||
1.3 | Election of Director for a one-year term ending at the 2024 Annual Meeting: André Hawaux | Management | For | For | For | |||||||||||
1.4 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Denise L. Jackson | Management | For | For | For | |||||||||||
1.5 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Ramkumar Krishnan | Management | For | For | For | |||||||||||
1.6 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Edna K. Morris | Management | For | For | For | |||||||||||
1.7 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Mark J. Weikel | Management | For | For | For | |||||||||||
1.8 | Election of Director for a one-year term ending at the 2024 Annual Meeting: Harry A. Lawton III | Management | For | For | For | |||||||||||
2 | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 30, 2023 | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding, advisory basis, the compensation of the named executive officers of the Company (Say on Pay) | Management | For | For | For | |||||||||||
4. | To approve, on a non-binding, advisory basis, the frequency of the advisory vote on Say on Pay in future years | Management | 1 Year | 1 Year | For | |||||||||||
TYLER TECHNOLOGIES, INC. | ||||||||||||||||
Security | 902252105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TYL | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US9022521051 | Agenda | 935823763 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Glenn A. Carter | For | For | For | ||||||||||||
2 | Brenda A. Cline | For | For | For | ||||||||||||
3 | Ronnie D. Hawkins, Jr. | For | For | For | ||||||||||||
4 | Mary L. Landrieu | For | For | For | ||||||||||||
5 | John S. Marr, Jr. | For | For | For | ||||||||||||
6 | H. Lynn Moore, Jr. | For | For | For | ||||||||||||
7 | Daniel M. Pope | For | For | For | ||||||||||||
8 | Dustin R. Womble | For | For | For | ||||||||||||
2. | Advisory Approval of Our Executive Compensation. | Management | For | For | For | |||||||||||
3. | Ratification of Our Independent Auditors for Fiscal Year 2023. | Management | For | For | For | |||||||||||
4. | Advisory Resolution on the Frequency of Shareholder Voting on Our Executive Compensation. | Management | 1 Year | 1 Year | For | |||||||||||
XYLEM INC. | ||||||||||||||||
Security | 98419M100 | Meeting Type | Special | |||||||||||||
Ticker Symbol | XYL | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US98419M1009 | Agenda | 935836936 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | Proposal to approve the issuance of shares of Xylem Inc. common stock to the holders of Evoqua Water Technologies Corp. common stock pursuant to the terms and conditions of that certain Agreement and Plan of Merger, dated as of January 22, 2023, by and among Xylem Inc., Fore Merger Sub, Inc. and Evoqua Water Technologies Corp. | Management | For | For | For | |||||||||||
2. | Proposal to approve the adjournment of the Xylem Inc. special meeting of shareholders to a later date or time, as necessary or appropriate, in the event there are insufficient votes at the special meeting of shareholders to approve the Share Issuance Proposal. | Management | For | For | For | |||||||||||
ANSYS, INC. | ||||||||||||||||
Security | 03662Q105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ANSS | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US03662Q1058 | Agenda | 935799621 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class III Director for Three-Year Terms: Robert M. Calderoni | Management | For | For | For | |||||||||||
1b. | Election of Class III Director for Three-Year Terms: Glenda M. Dorchak | Management | For | For | For | |||||||||||
1c. | Election of Class III Director for Three-Year Terms: Ajei S. Gopal | Management | For | For | For | |||||||||||
2. | Ratification of the Selection of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for Fiscal Year 2023. | Management | For | For | For | |||||||||||
3. | Advisory Approval of the Compensation of Our Named Executive Officers. | Management | For | For | For | |||||||||||
4. | Advisory Approval of the Frequency of the Advisory Approval of the Compensation of Our Named Executive Officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Approval of the Amendment of Article VI of the Charter to Declassify the Board. | Management | For | For | For | |||||||||||
FIVE9, INC. | ||||||||||||||||
Security | 338307101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FIVN | Meeting Date | 16-May-2023 | |||||||||||||
ISIN | US3383071012 | Agenda | 935812544 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Michael Burkland | For | For | For | ||||||||||||
2 | Robert Zollars | For | For | For | ||||||||||||
2. | To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement. | Management | Against | For | Against | |||||||||||
3. | Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
ALIGN TECHNOLOGY, INC. | ||||||||||||||||
Security | 016255101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ALGN | Meeting Date | 17-May-2023 | |||||||||||||
ISIN | US0162551016 | Agenda | 935802377 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Kevin J. Dallas | Management | For | For | For | |||||||||||
1.2 | Election of Director: Joseph M. Hogan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Joseph Lacob | Management | For | For | For | |||||||||||
1.4 | Election of Director: C. Raymond Larkin, Jr. | Management | For | For | For | |||||||||||
1.5 | Election of Director: George J. Morrow | Management | For | For | For | |||||||||||
1.6 | Election of Director: Anne M. Myong | Management | For | For | For | |||||||||||
1.7 | Election of Director: Andrea L. Saia | Management | For | For | For | |||||||||||
1.8 | Election of Director: Susan E. Siegel | Management | For | For | For | |||||||||||
2. | AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION: Proposal to approve the amendment to our Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation. | Management | For | For | For | |||||||||||
3. | ADVISORY VOTE ON NAMED EXECUTIVES COMPENSATION: Consider an Advisory Vote to Approve the Compensation of our Named Executive Officers. | Management | For | For | For | |||||||||||
4. | ADVISORY VOTE ON FREQUENCY OF STOCKHOLDERS' APPROVAL OF EXECUTIVES COMPENSATION: Consider an Advisory Vote to Approve the Frequency of Stockholders Advisory Vote on Named Executive Officers' Compensation. | Management | 1 Year | 1 Year | For | |||||||||||
5. | AMENDMENT TO INCENTIVE PLAN: Approve the Amendment to our 2005 Incentive Plan. | Management | For | For | For | |||||||||||
6. | RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS: Proposal to ratify the appointment of PricewaterhouseCoopers LLP as Align Technology, Inc.'s independent registered public accountants for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
IDEXX LABORATORIES, INC. | ||||||||||||||||
Security | 45168D104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | IDXX | Meeting Date | 17-May-2023 | |||||||||||||
ISIN | US45168D1046 | Agenda | 935793996 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director (Proposal One): Daniel M. Junius | Management | For | For | For | |||||||||||
1b. | Election of Director (Proposal One): Lawrence D. Kingsley | Management | For | For | For | |||||||||||
1c. | Election of Director (Proposal One): Sophie V. Vandebroek, PhD | Management | For | For | For | |||||||||||
2. | Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the current fiscal year (Proposal Two). | Management | For | For | For | |||||||||||
3. | Advisory Vote on Executive Compensation. To approve a nonbinding advisory resolution on the Company's executive compensation (Proposal Three). | Management | For | For | For | |||||||||||
4. | Advisory Vote on the Frequency of Advisory Votes on Executive Compensation. To recommend, by nonbinding advisory vote, the frequency of future advisory votes on the Company's executive compensation (Proposal Four). | Management | 1 Year | 1 Year | For | |||||||||||
VERISK ANALYTICS, INC. | ||||||||||||||||
Security | 92345Y106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | VRSK | Meeting Date | 17-May-2023 | |||||||||||||
ISIN | US92345Y1064 | Agenda | 935809458 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Vincent K. Brooks | Management | For | For | For | |||||||||||
1b. | Election of Director: Jeffrey Dailey | Management | Against | For | Against | |||||||||||
1c. | Election of Director: Wendy Lane | Management | For | For | For | |||||||||||
1d. | Election of Director: Lee M. Shavel | Management | For | For | For | |||||||||||
1e. | Election of Director: Kimberly S. Stevenson | Management | For | For | For | |||||||||||
1f. | Election of Director: Olumide Soroye | Management | For | For | For | |||||||||||
2. | To approve executive compensation on an advisory, non-binding basis. | Management | For | For | For | |||||||||||
3. | To recommend the frequency of executive compensation votes on an advisory, non- binding basis. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To ratify the appointment of Deloitte & Touche LLP as our independent auditor for the 2023 fiscal year. | Management | For | For | For | |||||||||||
REPLIGEN CORPORATION | ||||||||||||||||
Security | 759916109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | RGEN | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US7599161095 | Agenda | 935833132 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Tony J. Hunt | Management | For | For | For | |||||||||||
1b. | Election of Director: Karen A. Dawes | Management | For | For | For | |||||||||||
1c. | Election of Director: Nicolas M. Barthelemy | Management | For | For | For | |||||||||||
1d. | Election of Director: Carrie Eglinton Manner | Management | For | For | For | |||||||||||
1e. | Election of Director: Konstantin Konstantinov, Ph.D. | Management | For | For | For | |||||||||||
1f. | Election of Director: Martin D. Madaus, D.V.M., Ph.D. | Management | For | For | For | |||||||||||
1g. | Election of Director: Rohin Mhatre, Ph.D. | Management | For | For | For | |||||||||||
1h. | Election of Director: Glenn P. Muir | Management | For | For | For | |||||||||||
2. | Ratification of the selection of Ernst & Young LLP as Repligen Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve the compensation paid to Repligen Corporation's named executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes on the compensation of Repligen Corporation's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Amendment to Repligen Corporation's Certificate of Incorporation to permit the Board of Directors to adopt, amend or repeal the Company's By-laws. | Management | For | For | For | |||||||||||
6. | Ratification of the amendment and restatement of Repligen Corporation's By- laws adopted by the Board of Directors on January 27, 2021 to implement stockholder proxy access. | Management | For | For | For | |||||||||||
XYLEM INC. | ||||||||||||||||
Security | 98419M100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | XYL | Meeting Date | 18-May-2023 | |||||||||||||
ISIN | US98419M1009 | Agenda | 935794063 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Jeanne Beliveau-Dunn | Management | For | For | For | |||||||||||
1b. | Election of Director: Patrick K. Decker | Management | For | For | For | |||||||||||
1c. | Election of Director: Earl R. Ellis | Management | For | For | For | |||||||||||
1d. | Election of Director: Robert F. Friel | Management | For | For | For | |||||||||||
1e. | Election of Director: Victoria D. Harker | Management | For | For | For | |||||||||||
1f. | Election of Director: Steven R. Loranger | Management | For | For | For | |||||||||||
1g. | Election of Director: Mark D. Morelli | Management | For | For | For | |||||||||||
1h. | Election of Director: Jerome A. Peribere | Management | For | For | For | |||||||||||
1i. | Election of Director: Lila Tretikov | Management | For | For | For | |||||||||||
1j. | Election of Director: Uday Yadav | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
4. | Shareholder proposal requesting a policy requiring an independent board chair, if properly presented at the meeting. | Shareholder | Against | Against | For | |||||||||||
WASTE CONNECTIONS, INC. | ||||||||||||||||
Security | 94106B101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WCN | Meeting Date | 19-May-2023 | |||||||||||||
ISIN | CA94106B1013 | Agenda | 935808571 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to serve for a one-year term: Andrea E. Bertone | Management | For | For | For | |||||||||||
1b. | Election of Director to serve for a one-year term: Edward E. "Ned" Guillet | Management | For | For | For | |||||||||||
1c. | Election of Director to serve for a one-year term: Michael W. Harlan | Management | For | For | For | |||||||||||
1d. | Election of Director to serve for a one-year term: Larry S. Hughes | Management | For | For | For | |||||||||||
1e. | Election of Director to serve for a one-year term: Worthing F. Jackman | Management | Withheld | For | Against | |||||||||||
1f. | Election of Director to serve for a one-year term: Elise L. Jordan | Management | For | For | For | |||||||||||
1g. | Election of Director to serve for a one-year term: Susan "Sue" Lee | Management | For | For | For | |||||||||||
1h. | Election of Director to serve for a one-year term: Ronald J. Mittelstaedt | Management | For | For | For | |||||||||||
1i. | Election of Director to serve for a one-year term: William J. Razzouk | Management | For | For | For | |||||||||||
2. | Say-on-Pay - Approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
3. | Say-When-on-Pay - Approve, on a nonbinding, advisory basis, holding future Say-on-Pay advisory votes every year, every two years, or every three years. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Appoint Grant Thornton LLP as the Company's independent registered public accounting firm for 2023 and authorize the Company's Board of Directors to fix the remuneration of the independent registered public accounting firm. | Management | For | For | For | |||||||||||
BENTLEY SYSTEMS, INCORPORATED | ||||||||||||||||
Security | 08265T208 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BSY | Meeting Date | 25-May-2023 | |||||||||||||
ISIN | US08265T2087 | Agenda | 935822545 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Barry J. Bentley | Management | For | For | For | |||||||||||
1.2 | Election of Director: Gregory S. Bentley | Management | For | For | For | |||||||||||
1.3 | Election of Director: Keith A. Bentley | Management | For | For | For | |||||||||||
1.4 | Election of Director: Raymond B. Bentley | Management | For | For | For | |||||||||||
1.5 | Election of Director: Kirk B. Griswold | Management | For | For | For | |||||||||||
1.6 | Election of Director: Janet B. Haugen | Management | Withheld | For | Against | |||||||||||
1.7 | Election of Director: Brian F. Hughes | Management | For | For | For | |||||||||||
2. | To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers | Management | Against | For | Against | |||||||||||
3. | To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 | Management | For | For | For | |||||||||||
GARTNER, INC. | ||||||||||||||||
Security | 366651107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | IT | Meeting Date | 01-Jun-2023 | |||||||||||||
ISIN | US3666511072 | Agenda | 935825806 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director for term expiring in 2024: Peter E. Bisson | Management | For | For | For | |||||||||||
1b. | Election of Director for term expiring in 2024: Richard J. Bressler | Management | For | For | For | |||||||||||
1c. | Election of Director for term expiring in 2024: Raul E. Cesan | Management | For | For | For | |||||||||||
1d. | Election of Director for term expiring in 2024: Karen E. Dykstra | Management | For | For | For | |||||||||||
1e. | Election of Director for term expiring in 2024: Diana S. Ferguson | Management | For | For | For | |||||||||||
1f. | Election of Director for term expiring in 2024: Anne Sutherland Fuchs | Management | For | For | For | |||||||||||
1g. | Election of Director for term expiring in 2024: William O. Grabe | Management | For | For | For | |||||||||||
1h. | Election of Director for term expiring in 2024: José M. Gutiérrez | Management | For | For | For | |||||||||||
1i. | Election of Director for term expiring in 2024: Eugene A. Hall | Management | For | For | For | |||||||||||
1j. | Election of Director for term expiring in 2024: Stephen G. Pagliuca | Management | For | For | For | |||||||||||
1k. | Election of Director for term expiring in 2024: Eileen M. Serra | Management | For | For | For | |||||||||||
1l. | Election of Director for term expiring in 2024: James C. Smith | Management | For | For | For | |||||||||||
2. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | Vote, on an advisory basis, on the frequency of future stockholder advisory votes on the Company's executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Approval of the Gartner, Inc. Long-Term Incentive Plan. | Management | For | For | For | |||||||||||
5. | Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
WATSCO, INC. | ||||||||||||||||
Security | 942622200 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WSO | Meeting Date | 05-Jun-2023 | |||||||||||||
ISIN | US9426222009 | Agenda | 935850126 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Ana Lopez-Blazquez | For | For | For | ||||||||||||
2. | To approve the advisory resolution regarding the compensation of our named executive officers. | Management | Against | For | Against | |||||||||||
3. | To approve the advisory resolution on the frequency of the advisory resolution regarding the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2023 fiscal year. | Management | For | For | For | |||||||||||
PROCORE TECHNOLOGIES, INC. | ||||||||||||||||
Security | 74275K108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PCOR | Meeting Date | 07-Jun-2023 | |||||||||||||
ISIN | US74275K1088 | Agenda | 935836126 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director to hold office until the 2026 annual meeting: Craig F. Courtemanche, Jr. | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director to hold office until the 2026 annual meeting: Kathryn A. Bueker | Management | For | For | For | |||||||||||
1.3 | Election of Class II Director to hold office until the 2026 annual meeting: Nanci E. Caldwell | Management | For | For | For | |||||||||||
2. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To approve, on an advisory basis, the preferred frequency of future stockholder advisory votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
COSTAR GROUP, INC. | ||||||||||||||||
Security | 22160N109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CSGP | Meeting Date | 08-Jun-2023 | |||||||||||||
ISIN | US22160N1090 | Agenda | 935848234 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Michael R. Klein | Management | For | For | For | |||||||||||
1b. | Election of Director: Andrew C. Florance | Management | For | For | For | |||||||||||
1c. | Election of Director: Michael J. Glosserman | Management | For | For | For | |||||||||||
1d. | Election of Director: John W. Hill | Management | For | For | For | |||||||||||
1e. | Election of Director: Laura Cox Kaplan | Management | For | For | For | |||||||||||
1f. | Election of Director: Robert W. Musslewhite | Management | For | For | For | |||||||||||
1g. | Election of Director: Christopher J. Nassetta | Management | For | For | For | |||||||||||
1h. | Election of Director: Louise S. Sams | Management | For | For | For | |||||||||||
2. | Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
3. | Proposal to approve, on an advisory basis, the Company's executive compensation. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes to approve executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
5. | Stockholder proposal regarding greenhouse gas emissions targets, if properly presented. | Shareholder | Against | Against | For | |||||||||||
EXPONENT, INC. | ||||||||||||||||
Security | 30214U102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | EXPO | Meeting Date | 08-Jun-2023 | |||||||||||||
ISIN | US30214U1025 | Agenda | 935832584 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: George H. Brown | Management | For | For | For | |||||||||||
1.2 | Election of Director: Catherine Ford Corrigan | Management | For | For | For | |||||||||||
1.3 | Election of Director: Paul R. Johnston | Management | For | For | For | |||||||||||
1.4 | Election of Director: Carol Lindstrom | Management | For | For | For | |||||||||||
1.5 | Election of Director: Karen A. Richardson | Management | For | For | For | |||||||||||
1.6 | Election of Director: Debra L. Zumwalt | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP, as independent registered public accounting firm for the Company for the fiscal year ending December 29, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the fiscal 2022 compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To recommend, by non-binding vote, the frequency of executive compensation votes. | Management | 1 Year | 1 Year | For | |||||||||||
ROPER TECHNOLOGIES, INC. | ||||||||||||||||
Security | 776696106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROP | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US7766961061 | Agenda | 935847989 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director for a one-year term: Shellye L. Archambeau | Management | For | For | For | |||||||||||
1.2 | Election of Director for a one-year term: Amy Woods Brinkley | Management | For | For | For | |||||||||||
1.3 | Election of Director for a one-year term: Irene M. Esteves | Management | For | For | For | |||||||||||
1.4 | Election of Director for a one-year term: L. Neil Hunn | Management | For | For | For | |||||||||||
1.5 | Election of Director for a one-year term: Robert D. Johnson | Management | For | For | For | |||||||||||
1.6 | Election of Director for a one-year term: Thomas P. Joyce, Jr. | Management | For | For | For | |||||||||||
1.7 | Election of Director for a one-year term: Laura G. Thatcher | Management | For | For | For | |||||||||||
1.8 | Election of Director for a one-year term: Richard F. Wallman | Management | For | For | For | |||||||||||
1.9 | Election of Director for a one-year term: Christopher Wright | Management | For | For | For | |||||||||||
2. | Advisory vote to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To select, on an advisory basis, the frequency of the shareholder vote on the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023. | Management | For | For | For | |||||||||||
5. | Approve an amendment to and restatement of our Restated Certificate of Incorporation to permit the exculpation of officers. | Management | For | For | For | |||||||||||
GENERAC HOLDINGS INC. | ||||||||||||||||
Security | 368736104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | GNRC | Meeting Date | 15-Jun-2023 | |||||||||||||
ISIN | US3687361044 | Agenda | 935846418 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class II Director: Marcia J. Avedon | Management | For | For | For | |||||||||||
1.2 | Election of Class II Director: Bennett J. Morgan | Management | Against | For | Against | |||||||||||
1.3 | Election of Class II Director: Dominick P. Zarcone | Management | For | For | For | |||||||||||
2. | Proposal to ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ended December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote on the non-binding "say-on- pay" resolution to approve the compensation of our executive officers. | Management | For | For | For | |||||||||||
4. | Advisory vote on the non-binding resolution regarding the frequency of our advisory votes on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
FORTINET, INC. | ||||||||||||||||
Security | 34959E109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | FTNT | Meeting Date | 16-Jun-2023 | |||||||||||||
ISIN | US34959E1091 | Agenda | 935848400 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve for a term of one year: Ken Xie | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve for a term of one year: Michael Xie | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve for a term of one year: Kenneth A. Goldman | Management | For | For | For | |||||||||||
1.4 | Election of Director to serve for a term of one year: Ming Hsieh | Management | Against | For | Against | |||||||||||
1.5 | Election of Director to serve for a term of one year: Jean Hu | Management | For | For | For | |||||||||||
1.6 | Election of Director to serve for a term of one year: William Neukom | Management | For | For | For | |||||||||||
1.7 | Election of Director to serve for a term of one year: Judith Sim | Management | For | For | For | |||||||||||
1.8 | Election of Director to serve for a term of one year: Admiral James Stavridis (Ret) | Management | For | For | For | |||||||||||
2. | Ratify the appointment of Deloitte & Touche LLP as Fortinet's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | Advisory vote to approve named executive officer compensation, as disclosed in the Proxy Statement. | Management | For | For | For | |||||||||||
4. | Advisory vote on the frequency of future advisory votes to approve named executive officer compensation | Management | 1 Year | 1 Year | For | |||||||||||
5 | Adopt an amendment to Fortinet's amended and restated certificate of incorporation to remove the supermajority voting requirement and make certain other changes. | Management | For | For | For | |||||||||||
6. | Adopt an amendment to Fortinet's amended and restated certificate of incorporation to permit the exculpation of officers by Fortinet from personal liability for certain breaches of the duty of care. | Management | Against | For | Against | |||||||||||
BRIGHT HORIZONS FAMILY SOLUTIONS INC. | ||||||||||||||||
Security | 109194100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | BFAM | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US1091941005 | Agenda | 935852574 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class I Director for a term of three years: Stephen H. Kramer | Management | For | For | For | |||||||||||
1b. | Election of Class I Director for a term of three years: Dr. Sara Lawrence-Lightfoot | Management | For | For | For | |||||||||||
1c. | Election of Class I Director for a term of three years: Cathy E. Minehan | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the 2022 compensation paid by the Company to its Named Executive Officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
VEEVA SYSTEMS INC. | ||||||||||||||||
Security | 922475108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | VEEV | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US9224751084 | Agenda | 935854097 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director to serve until the annual meeting to be held in 2024: Tim Cabral | Management | For | For | For | |||||||||||
1b. | Election of Director to serve until the annual meeting to be held in 2024: Mark Carges | Management | For | For | For | |||||||||||
1c. | Election of Director to serve until the annual meeting to be held in 2024: Peter P. Gassner | Management | For | For | For | |||||||||||
1d. | Election of Director to serve until the annual meeting to be held in 2024: Mary Lynne Hedley | Management | For | For | For | |||||||||||
1e. | Election of Director to serve until the annual meeting to be held in 2024: Priscilla Hung | Management | For | For | For | |||||||||||
1f. | Election of Director to serve until the annual meeting to be held in 2024: Tina Hunt | Management | For | For | For | |||||||||||
1g. | Election of Director to serve until the annual meeting to be held in 2024: Marshall Mohr | Management | For | For | For | |||||||||||
1h. | Election of Director to serve until the annual meeting to be held in 2024: Gordon Ritter | Management | For | For | For | |||||||||||
1i. | Election of Director to serve until the annual meeting to be held in 2024: Paul Sekhri | Management | Against | For | Against | |||||||||||
1j. | Election of Director to serve until the annual meeting to be held in 2024: Matthew J. Wallach | Management | For | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024. | Management | For | For | For | |||||||||||
3. | To approve an amendment and restatement of our Certificate of Incorporation to eliminate inoperative provisions and update certain other miscellaneous provisions, to take effect on or after October 15, 2023. | Management | For | For | For | |||||||||||
4. | To vote on a shareholder proposal to require shareholder approval for certain advance notice bylaw amendments, if properly presented at the meeting. | Shareholder | For | Against | Against |
CONESTOGA DISCOVERY FUND
Investment Company Report | ||||||||||||||||
OMEGA FLEX, INC. | ||||||||||||||||
Security | 682095104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OFLX | Meeting Date | 12-Jul-2022 | |||||||||||||
ISIN | US6820951043 | Agenda | 935642872 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class 2 Director for a three-year term expiring at the 2025 annual meeting: J. Nicholas Filler | Management | For | For | For | |||||||||||
1.2 | Election of Class 2 Director for a three-year term expiring at the 2025 annual meeting: Derek W. Glanvill | Management | Withheld | For | Against | |||||||||||
2. | To ratify the appointment of independent auditors by the audit committee of the board of directors for the fiscal year ending December 31, 2022. | Management | For | For | For | |||||||||||
COMPUTER SERVICES, INC. | ||||||||||||||||
Security | 20539A105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CSVI | Meeting Date | 14-Jul-2022 | |||||||||||||
ISIN | US20539A1051 | Agenda | 935680341 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve three-year terms: Michael Carter | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve three-year terms: Steven A. Powless | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve three-year terms: Robert L. Walker | Management | For | For | For | |||||||||||
2. | Shareholder ratification of the selection of BKD, LLP as independent auditors for the fiscal year ending February 28, 2023. | Management | For | For | For | |||||||||||
MESA LABORATORIES, INC. | ||||||||||||||||
Security | 59064R109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MLAB | Meeting Date | 26-Aug-2022 | |||||||||||||
ISIN | US59064R1095 | Agenda | 935687371 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | J. Alltoft | For | For | For | ||||||||||||
2 | S. Hall | For | For | For | ||||||||||||
3 | S. Ladiwala | For | For | For | ||||||||||||
4 | G. Owens | For | For | For | ||||||||||||
5 | J. Schmieder | For | For | For | ||||||||||||
6 | J. Sullivan | For | For | For | ||||||||||||
7 | T. Tripeny | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers as disclosed in the Compensation Discussion and Analysis section and the Executive Compensation section of our Proxy Statement. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Plante & Moran, PLLC ("The Audit Firm") as the Company's independent registered public accounting firm for the year ended March 31, 2023 (the "Ratification of Auditors Proposal"). | Management | For | For | For | |||||||||||
4. | To approve, on an advisory basis, the frequency with which the Company's shareholders shall have the advisory vote on compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
TRANSCAT, INC. | ||||||||||||||||
Security | 893529107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TRNS | Meeting Date | 07-Sep-2022 | |||||||||||||
ISIN | US8935291075 | Agenda | 935690683 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Charles P. Hadeed | For | For | For | ||||||||||||
2 | Cynthia Langston | For | For | For | ||||||||||||
3 | Paul D. Moore | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Freed Maxick CPAs, P.C. as our independent registered public accounting firm for the fiscal year ending March 25, 2023. | Management | For | For | For | |||||||||||
TECSYS INC. | ||||||||||||||||
Security | 878950104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TCYSF | Meeting Date | 08-Sep-2022 | |||||||||||||
ISIN | CA8789501043 | Agenda | 935695948 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1A | Election of Directors Election of Director - David Brereton | Management | For | For | For | |||||||||||
1B | Election of Director - Peter Brereton | Management | For | For | For | |||||||||||
1C | Election of Director - Vernon Lobo | Management | For | For | For | |||||||||||
1D | Election of Director - Steve Sasser | Management | For | For | For | |||||||||||
1E | Election of Director - David Booth | Management | For | For | For | |||||||||||
1F | Election of Director - Rani Hublou | Management | For | For | For | |||||||||||
1G | Election of Director - Kathleen Miller | Management | For | For | For | |||||||||||
2 | Appointment of KPMG LLP as Auditors of Tecsys Inc. for the ensuing year and authorizing the directors to fix their remuneration. | Management | For | For | For | |||||||||||
SEMLER SCIENTIFIC, INC. | ||||||||||||||||
Security | 81684M104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SMLR | Meeting Date | 20-Oct-2022 | |||||||||||||
ISIN | US81684M1045 | Agenda | 935710928 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class l Director: Wayne T. Pan, M.D., Ph.D. | Management | Withheld | For | Against | |||||||||||
2. | Approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
3. | To ratify the selection by the Audit Committee of the board of directors of BDO USA, LLP as the independent registered public accounting firm of the Company for its year ending December 31, 2022. | Management | For | For | For | |||||||||||
COMPUTER SERVICES, INC. | ||||||||||||||||
Security | 20539A105 | Meeting Type | Special | |||||||||||||
Ticker Symbol | CSVI | Meeting Date | 09-Nov-2022 | |||||||||||||
ISIN | US20539A1051 | Agenda | 935720602 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To consider and vote on the proposal to approve the Agreement and Plan of Merger, dated as of August 20, 2022, (the "Merger Agreement"), by and among Catalyst Top Parent, Inc., a Delaware corporation ("Parent"), Catalyst Merger Sub, Inc., a Kentucky corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and Computer Services, Inc. ("CSI"). Pursuant to the terms of the Merger Agreement, Merger Sub will merge with and into CSI and the separate corporate existence of Merger Sub will cease, with CSI continuing as the surviving corporation. | Management | For | For | For | |||||||||||
2. | To consider and vote on 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 the Merger Agreement at the time of the Special Meeting. | Management | For | For | For | |||||||||||
USERTESTING, INC. | ||||||||||||||||
Security | 91734E101 | Meeting Type | Special | |||||||||||||
Ticker Symbol | USER | Meeting Date | 10-Jan-2023 | |||||||||||||
ISIN | US91734E1010 | Agenda | 935748888 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | To adopt the Agreement and Plan of Merger, dated as of October 26, 2022 (the "Merger Agreement"), by and among UserTesting, Inc., a Delaware corporation (the "Company"), Thunder Holdings, LLC, a Delaware limited liability company ("Parent"), and Thunder Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Company (the "Merger"), with the Company to survive the Merger as a wholly owned subsidiary of Parent. | Management | For | 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 | For | |||||||||||
DIGI INTERNATIONAL INC. | ||||||||||||||||
Security | 253798102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | DGII | Meeting Date | 27-Jan-2023 | |||||||||||||
ISIN | US2537981027 | Agenda | 935749614 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Director: Satbir Khanuja, Ph.D. | Management | Against | For | Against | |||||||||||
1b. | Election of Director: Ronald E. Konezny | Management | For | For | For | |||||||||||
2. | Company proposal to approve, on a non- binding advisory basis, the compensation paid to named executive officers. | Management | For | For | For | |||||||||||
3. | Company proposal to ratify the appointment of Deloitte & Touche LLP as independent registered public accounting firm of the company for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
4. | Company proposal to approve the amendment and restatement of the Digi International Inc. 2021 Omnibus Incentive Plan. | Management | For | For | For | |||||||||||
SIMULATIONS PLUS, INC. | ||||||||||||||||
Security | 829214105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SLP | Meeting Date | 09-Feb-2023 | |||||||||||||
ISIN | US8292141053 | Agenda | 935750225 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Walter S. Woltosz | For | For | For | ||||||||||||
2 | Dr. John K. Paglia | For | For | For | ||||||||||||
3 | Dr. Daniel Weiner | For | For | For | ||||||||||||
4 | Dr. Lisa LaVange | For | For | For | ||||||||||||
5 | Sharlene Evans | For | For | For | ||||||||||||
2. | Ratification of the selection of Rose, Snyder & Jacobs LLP as the independent registered public accounting firm for the Company for the fiscal year ending August 31, 2023. | Management | For | For | For | |||||||||||
3. | Approval of an amendment to the Company's 2021 Equity Incentive Plan to increase the number of shares authorized for issuance thereunder from 1,300,000 shares to 1,550,000 shares of common stock of the Company. | Management | For | For | For | |||||||||||
4. | Approval on an advisory, non-binding basis, of named executive officer compensation. | Management | For | For | For | |||||||||||
MODEL N, INC. | ||||||||||||||||
Security | 607525102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MODN | Meeting Date | 16-Feb-2023 | |||||||||||||
ISIN | US6075251024 | Agenda | 935753500 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Tim Adams | For | For | For | ||||||||||||
2 | Manisha Shetty Gulati | For | For | For | ||||||||||||
3 | Scott Reese | For | For | For | ||||||||||||
2. | To approve the amendment and restatement of the Company's 2021 Equity Incentive Plan. | Management | For | For | For | |||||||||||
3. | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
4. | To approve a non-binding advisory vote on the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | For | |||||||||||
CONSTRUCTION PARTNERS INC | ||||||||||||||||
Security | 21044C107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | ROAD | Meeting Date | 23-Feb-2023 | |||||||||||||
ISIN | US21044C1071 | Agenda | 935761228 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Craig Jennings | Management | For | For | For | |||||||||||
1b. | Election of Class II Director to serve for a three-year term expiring at the 2026 annual meeting: Mark R. Matteson | Management | Withheld | For | Against | |||||||||||
2. | Proposal to ratify the appointment of RSM US LLP as the Company's independent registered public accountants for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
3. | Proposal to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company. | Management | Against | For | Against | |||||||||||
I3 VERTICALS, INC. | ||||||||||||||||
Security | 46571Y107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | IIIV | Meeting Date | 24-Feb-2023 | |||||||||||||
ISIN | US46571Y1073 | Agenda | 935761735 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Gregory Daily | For | For | For | ||||||||||||
2 | Clay Whitson | For | For | For | ||||||||||||
3 | Elizabeth S. Courtney | For | For | For | ||||||||||||
4 | John Harrison | For | For | For | ||||||||||||
5 | Burton Harvey | For | For | For | ||||||||||||
6 | Timothy McKenna | For | For | For | ||||||||||||
7 | David Morgan | For | For | For | ||||||||||||
8 | David Wilds | For | For | For | ||||||||||||
9 | Decosta Jenkins | For | For | For | ||||||||||||
2. | To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2023. | Management | For | For | For | |||||||||||
THUNDERBIRD ENTERTAINMENT GROUP INC. | ||||||||||||||||
Security | 88605U107 | Meeting Type | Annual and Special Meeting | |||||||||||||
Ticker Symbol | THBRF | Meeting Date | 06-Mar-2023 | |||||||||||||
ISIN | CA88605U1075 | Agenda | 935764705 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1 | To set the number of directors to be elected at the Meeting to six (6). | Management | For | For | For | |||||||||||
2 | DIRECTOR | Management | ||||||||||||||
1 | J. Twiner McCarron | For | For | For | ||||||||||||
2 | Azim Jamal | For | For | For | ||||||||||||
3 | Jerome Levy | For | For | For | ||||||||||||
4 | Linda Michaelson | For | For | For | ||||||||||||
5 | Asha Daniere | For | For | For | ||||||||||||
6 | Mark Trachuk | For | For | For | ||||||||||||
3 | Resolved to appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants of Vancouver, British Columbia as the auditor for the Company, to hold office until the next annual general meeting of the shareholders at a remuneration to be fixed by the Board of Directors. | Management | For | For | For | |||||||||||
4 | Resolved to re-approve the Company's existing stock option plan, as more particularly described in the accompanying management information circular. | Management | For | For | For | |||||||||||
5 | Resolved to approve certain amendments to the Company's stock option plan, as more particularly described in the accompanying management information circular. | Management | For | For | For | |||||||||||
6 | Resolved to re-approve the Company's existing equity incentive compensation plan, as more particularly described in the accompanying management information circular. | Management | For | For | For | |||||||||||
7 | Resolved to approve certain amendments to the Company's equity incentive compensation plan, as more particularly described in the accompanying management information circular | Management | For | For | For | |||||||||||
DOUGLAS DYNAMICS, INC | ||||||||||||||||
Security | 25960R105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PLOW | Meeting Date | 25-Apr-2023 | |||||||||||||
ISIN | US25960R1059 | Agenda | 935797778 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director: Joher Akolawala | Management | For | For | For | |||||||||||
1.2 | Election of Director: James L. Janik | Management | For | For | For | |||||||||||
2. | Advisory vote (non-binding) to approve the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Advisory vote (non-binding) on the frequency of future advisory stockholder votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | The ratification of the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
VERICEL CORPORATION | ||||||||||||||||
Security | 92346J108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | VCEL | Meeting Date | 03-May-2023 | |||||||||||||
ISIN | US92346J1088 | Agenda | 935786674 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Robert L. Zerbe | For | For | For | ||||||||||||
2 | Alan L. Rubino | For | For | For | ||||||||||||
3 | Heidi Hagen | For | For | For | ||||||||||||
4 | Steven C. Gilman | For | For | For | ||||||||||||
5 | Kevin F. McLaughlin | For | For | For | ||||||||||||
6 | Paul K. Wotton | For | For | For | ||||||||||||
7 | Dominick C. Colangelo | For | For | For | ||||||||||||
8 | Lisa Wright | For | For | For | ||||||||||||
2. | To approve, on an advisory basis, the compensation of Vericel Corporation's named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of PricewaterhouseCoopers LLP as Vericel Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
MONTROSE ENVIRONMENTAL GROUP, INC. | ||||||||||||||||
Security | 615111101 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | MEG | Meeting Date | 09-May-2023 | |||||||||||||
ISIN | US6151111019 | Agenda | 935794520 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class III Director to hold office until the 2026 Annual Meeting: Peter M. Graham | Management | For | For | For | |||||||||||
1.2 | Election of Class III Director to hold office until the 2026 Annual Meeting: Richard E. Perlman | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Deloitte & Touche LLP, as independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding and advisory basis, the compensation of our named executive officers ("Say-on-Pay"). | Management | For | For | For | |||||||||||
PROS HOLDINGS, INC. | ||||||||||||||||
Security | 74346Y103 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PRO | Meeting Date | 11-May-2023 | |||||||||||||
ISIN | US74346Y1038 | Agenda | 935796423 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Greg B. Petersen | For | For | For | ||||||||||||
2 | Timothy V. Williams | For | For | For | ||||||||||||
2. | Advisory vote on named executive officer compensation. | Management | For | For | For | |||||||||||
3. | Approval of amendments to our Amended and Restated 2017 Equity Incentive Plan to, among other items, increase the number of shares authorized for issuance by 2.9 million shares. | Management | For | For | For | |||||||||||
4. | To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of PROS Holdings, Inc. for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
5. | Advisory Vote on Frequency of Vote on Executive Compensation. | Management | 1 Year | 1 Year | For | |||||||||||
CRYOPORT, INC. | ||||||||||||||||
Security | 229050307 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | CYRX | Meeting Date | 12-May-2023 | |||||||||||||
ISIN | US2290503075 | Agenda | 935793768 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Linda Baddour | For | For | For | ||||||||||||
2 | Richard Berman | Withheld | For | Against | ||||||||||||
3 | Daniel Hancock | For | For | For | ||||||||||||
4 | Robert Hariri MD, PhD | For | For | For | ||||||||||||
5 | Ram M. Jagannath | For | For | For | ||||||||||||
6 | Ramkumar Mandalam, PhD | Withheld | For | Against | ||||||||||||
7 | Jerrell W. Shelton | For | For | For | ||||||||||||
8 | Edward Zecchini | For | For | For | ||||||||||||
2. | To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company and its subsidiaries for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the compensation of the named executive officers, as disclosed in this Proxy Statement. | Management | For | For | For | |||||||||||
U.S. PHYSICAL THERAPY, INC. | ||||||||||||||||
Security | 90337L108 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | USPH | Meeting Date | 16-May-2023 | |||||||||||||
ISIN | US90337L1089 | Agenda | 935827381 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Edward L. Kuntz | For | For | For | ||||||||||||
2 | Christopher J. Reading | For | For | For | ||||||||||||
3 | Dr. Bernard A Harris Jr | For | For | For | ||||||||||||
4 | Kathleen A. Gilmartin | For | For | For | ||||||||||||
5 | Regg E. Swanson | For | For | For | ||||||||||||
6 | Clayton K. Trier | For | For | For | ||||||||||||
7 | Anne B. Motsenbocker | For | For | For | ||||||||||||
8 | Nancy J. Ham | For | For | For | ||||||||||||
2. | Advisory vote to approve the named executive officer compensation. | Management | For | For | For | |||||||||||
3. | Advisory vote on the frequency of stockholders' advisory vote on executive compensation. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
PALOMAR HOLDINGS, INC. | ||||||||||||||||
Security | 69753M105 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PLMR | Meeting Date | 25-May-2023 | |||||||||||||
ISIN | US69753M1053 | Agenda | 935818748 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Daryl Bradley | For | For | For | ||||||||||||
2 | Robert E. Dowdell | For | For | For | ||||||||||||
2. | To approve, on a non-binding advisory basis, the compensation of our Named Executive Officers. | Management | For | For | For | |||||||||||
3. | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for its fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
HILLMAN SOLUTIONS CORP. | ||||||||||||||||
Security | 431636109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HLMN | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US4316361090 | Agenda | 935824450 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1a. | ELECTION OF DIRECTOR: Aaron P. Jagdfeld | Management | For | For | For | |||||||||||
1b. | ELECTION OF DIRECTOR: David A. Owens | Management | For | For | For | |||||||||||
1c. | ELECTION OF DIRECTOR: Philip K. Woodlief | Management | For | For | For | |||||||||||
2. | To approve, by non-binding vote, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To ratify the selection of Deloitte & Touche LLP as our independent auditor for fiscal year 2023. | Management | For | For | For | |||||||||||
Q2 HOLDINGS INC | ||||||||||||||||
Security | 74736L109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | QTWO | Meeting Date | 31-May-2023 | |||||||||||||
ISIN | US74736L1098 | Agenda | 935854124 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | R. Lynn Atchison | For | For | For | ||||||||||||
2 | Jeffrey T. Diehl | For | For | For | ||||||||||||
3 | Matthew P. Flake | For | For | For | ||||||||||||
4 | Stephen C. Hooley | For | For | For | ||||||||||||
5 | James R. Offerdahl | For | For | For | ||||||||||||
6 | R.H. Seale, III | For | For | For | ||||||||||||
7 | Margaret L. Taylor | For | For | For | ||||||||||||
8 | Lynn Antipas Tyson | For | For | For | ||||||||||||
2. | To ratify the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve the 2023 Equity Incentive Plan. | Management | For | For | For | |||||||||||
4. | Advisory vote to approve the compensation of our named executive officers. | Management | For | For | For | |||||||||||
5. | Advisory vote on the frequency of future votes on the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
WILLDAN GROUP, INC. | ||||||||||||||||
Security | 96924N100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | WLDN | Meeting Date | 08-Jun-2023 | |||||||||||||
ISIN | US96924N1000 | Agenda | 935846420 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve a one-year term: Thomas D. Brisbin | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve a one-year term: Steven A. Cohen | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve a one-year term: Cynthia A. Downes | Management | For | For | For | |||||||||||
1.4 | Election of Director to serve a one-year term: Dennis V. McGinn | Management | For | For | For | |||||||||||
1.5 | Election of Director to serve a one-year term: Wanda K. Reder | Management | For | For | For | |||||||||||
1.6 | Election of Director to serve a one-year term: Keith W. Renken | Management | For | For | For | |||||||||||
1.7 | Election of Director to serve a one-year term: Mohammad Shahidehpour | Management | For | For | For | |||||||||||
2. | Ratification of the appointment of Crowe LLP as the independent registered public accounting firm for the year ending December 29, 2023. | Management | For | For | For | |||||||||||
3. | Approval, on a non-binding advisory basis, of our named executive officer compensation. | Management | For | For | For | |||||||||||
4. | Approval of an amendment to the Company's 2008 Performance Incentive Plan (the "2008 Plan"), including an increase in the number of shares available for grant under the 2008 Plan. | Management | For | For | For | |||||||||||
5. | Approval of an amendment to the Company's 2006 Employee Stock Purchase Plan (the "ESPP"), including an increase in the number of shares available for issuance under the ESPP. | Management | For | For | For | |||||||||||
ALPHA TEKNOVA, INC. | ||||||||||||||||
Security | 02080L102 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | TKNO | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US02080L1026 | Agenda | 935847838 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Irene Davis | Withheld | For | Against | ||||||||||||
2 | J. Matthew Mackowski | For | For | For | ||||||||||||
3 | Brett Robertson | For | For | For | ||||||||||||
2. | Proposal to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
NV5 GLOBAL, INC. | ||||||||||||||||
Security | 62945V109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NVEE | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US62945V1098 | Agenda | 935853019 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to hold office until the next annual meeting: Dickerson Wright | Management | For | For | For | |||||||||||
1.2 | Election of Director to hold office until the next annual meeting: Alexander A. Hockman | Management | For | For | For | |||||||||||
1.3 | Election of Director to hold office until the next annual meeting: MaryJo E. O'Brien | Management | For | For | For | |||||||||||
1.4 | Election of Director to hold office until the next annual meeting: William D. Pruitt | Management | For | For | For | |||||||||||
1.5 | Election of Director to hold office until the next annual meeting: François Tardan | Management | For | For | For | |||||||||||
1.6 | Election of Director to hold office until the next annual meeting: Laurie Conner | Management | For | For | For | |||||||||||
1.7 | Election of Director to hold office until the next annual meeting: Denise Dickins | Management | For | For | For | |||||||||||
1.8 | Election of Director to hold office until the next annual meeting: Brian C. Freckmann | Management | For | For | For | |||||||||||
2. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 30, 2023. | Management | For | For | For | |||||||||||
3. | To conduct a non-binding advisory vote to approve the compensation paid to the Company's named executive officers. | Management | For | For | For | |||||||||||
4. | To approve the NV5 Global, Inc. 2023 Equity Incentive Plan. | Management | Against | For | Against | |||||||||||
OMEGA FLEX, INC. | ||||||||||||||||
Security | 682095104 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OFLX | Meeting Date | 13-Jun-2023 | |||||||||||||
ISIN | US6820951043 | Agenda | 935847408 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: Kevin R. Hoben | Management | For | For | For | |||||||||||
1.2 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: Mark F. Albino | Management | For | For | For | |||||||||||
1.3 | Election of Class 3 Director for a three-year term expiring at the 2026 annual meeting: James M. Dubin | Management | Withheld | For | Against | |||||||||||
2. | To approve, on a non-binding advisory basis, the executive compensation of the named executive officers of the Company | Management | For | For | For | |||||||||||
3. | To ratify the appointment of independent auditors by the audit committee of the board of directors for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
HEALTH CATALYST, INC. | ||||||||||||||||
Security | 42225T107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | HCAT | Meeting Date | 14-Jun-2023 | |||||||||||||
ISIN | US42225T1079 | Agenda | 935838485 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Anita V. Pramoda | For | For | For | ||||||||||||
2 | S. Dawn Smith | For | For | For | ||||||||||||
2. | Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of Health Catalyst, Inc. for its fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory, non-binding basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
ORTHOPEDIATRICS CORP. | ||||||||||||||||
Security | 68752L100 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | KIDS | Meeting Date | 14-Jun-2023 | |||||||||||||
ISIN | US68752L1008 | Agenda | 935855291 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Director to serve until the 2026 annual meeting: George S. M. Dyer | Management | For | For | For | |||||||||||
1.2 | Election of Director to serve until the 2026 annual meeting: David R. Pelizzon | Management | For | For | For | |||||||||||
1.3 | Election of Director to serve until the 2026 annual meeting: Harald Ruf | Management | For | For | For | |||||||||||
1.4 | Election of Director to serve until the 2026 annual meeting: Terry D. Schlotterback | Management | For | For | For | |||||||||||
2. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
3. | To advise on the frequency of the advisory vote on executive compensation. | Management | 1 Year | 3 Years | Against | |||||||||||
4. | To approve, on an advisory basis, the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
OLO INC. | ||||||||||||||||
Security | 68134L109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | OLO | Meeting Date | 15-Jun-2023 | |||||||||||||
ISIN | US68134L1098 | Agenda | 935847307 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Lee Kirkpatrick | For | For | For | ||||||||||||
2 | Daniel Meyer | Withheld | For | Against | ||||||||||||
3 | Colin Neville | For | For | For | ||||||||||||
2. | To ratify the selection by the audit committee of our board of directors of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding advisory basis, the frequency of future non-binding advisory votes on the compensation of our named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | To approve, on a non-binding advisory basis, the compensation of our named executive officers. | Management | For | For | For | |||||||||||
SOUNDTHINKING, INC. | ||||||||||||||||
Security | 82536T107 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | SSTI | Meeting Date | 21-Jun-2023 | |||||||||||||
ISIN | US82536T1079 | Agenda | 935859895 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1.1 | Election of Class III Director: Ralph Clark | Management | For | For | For | |||||||||||
1.2 | Election of Class III Director: Marc Morial | Management | For | For | For | |||||||||||
1.3 | Election of Class III Director: Ruby Sharma | Management | For | For | For | |||||||||||
2. | Advisory approval of the compensation of the Company's named executive officers. | Management | For | For | For | |||||||||||
3. | Advisory vote on the frequency of stockholder advisory votes on the compensation of the Company's named executive officers. | Management | 1 Year | 1 Year | For | |||||||||||
4. | Ratification of the appointment of Baker Tilly US, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | For | |||||||||||
NANOSTRING TECHNOLOGIES, INC. | ||||||||||||||||
Security | 63009R109 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | NSTG | Meeting Date | 23-Jun-2023 | |||||||||||||
ISIN | US63009R1095 | Agenda | 935858665 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | R. Bradley Gray | For | For | For | ||||||||||||
2 | Teresa Foy, Ph.D. | For | For | For | ||||||||||||
3 | Kirk D. Malloy, Ph.D. | For | For | For | ||||||||||||
2. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | For | |||||||||||
3. | To approve, on an advisory basis, the compensation of our named executive officers. | Management | Against | For | Against | |||||||||||
4. | To approve an amendment and restatement of the 2022 Equity Incentive Plan to increase the number of shares reserved thereunder. | Management | For | For | For | |||||||||||
5. | To approve the amendment and restatement of our amended and restated certificate of incorporation to declassify our board of directors. | Management | For | For | For | |||||||||||
PHREESIA, INC. | ||||||||||||||||
Security | 71944F106 | Meeting Type | Annual | |||||||||||||
Ticker Symbol | PHR | Meeting Date | 28-Jun-2023 | |||||||||||||
ISIN | US71944F1066 | Agenda | 935869478 - Management | |||||||||||||
Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | |||||||||||
1. | DIRECTOR | Management | ||||||||||||||
1 | Chaim Indig | For | For | For | ||||||||||||
2 | Michael Weintraub | For | For | For | ||||||||||||
3 | Edward Cahill | For | For | For | ||||||||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024. | Management | For | For | For | |||||||||||
3. | To approve, on a non-binding, advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement. | Management | For | For | For | |||||||||||
4. | To approve an amendment to our Seventh Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company as permitted pursuant to recent amendments to Delaware General Corporation Law. | Management | For | 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.
Conestoga Funds
By: /s/Duane D’Orazio
Duane D’Orazio
Secretary
Date: July 20, 2023