Weitz Funds NPX Annual report of proxy voting record

	UNITED STATES	OMB APPROVAL
	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549	OMB Number: 3235-0582
		Expires: March 31, 2018
		Estimated average burden hours per response......7.2

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-21410

The Weitz Funds
(Exact name of registrant as specified in charter)

1125 South 103rd Street, Suite 200, Omaha NE		68124
(Address of principal executive offices)		(Zip code)

Wallace R. Weitz, President

The Weitz Funds

1125 South 103rd Street, Suite 200, Omaha, NE 68124
(Name and address of agent for service)

Registrant’s telephone number, including area code:		402-391-1980

Date of fiscal year end:	3/31/16

Date of reporting period:	6/30/16

Item 1. Proxy Voting Record.

Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:

(a) The name of the issuer of the portfolio security;

(b) The exchange ticker symbol of the portfolio security;

(d) The shareholder meeting date;

(e) A brief identification of the matter voted on;

(f) Whether the matter was proposed by the issuer or by a security holder;

(g) Whether the registrant cast its vote on the matter;

(h) How the registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and

(i) Whether the registrant cast its vote for or against management.

The following Funds of The Weitz Funds had no voting records to report during this period:

Government Money Market Fund

Nebraska Tax-Free Income Fund

Fund Name

Fund Cusip

Ticker

Cusip

Company Name

Meeting
Date

Meeting
Type

Proposal

Presenter

Management
Recommendation

Voted

Weitz Vote

BALANCED FUND

94904P104

CTRX

148887102

CATAMARAN CORPORATION

7/14/2015

SPECIAL

1. TO CONSIDER AND VOTE UPON A PROPOSAL TO APPROVE THE SPECIAL RESOLUTION SET FORTH IN THE PROXY CIRCULAR AND PROXY STATEMENT (THE “ARRANGEMENT RESOLUTION”) APPROVING AN ARRANGEMENT UNDER SECTION 195 OF THE BUSINESS CORPORATIONS ACT (YUKON) (THE “ARRANGEMENT”) CONTEMPLATED BY THE ARRANGEMENT AGREEMENT DATED AS OF 3/29/15 BY AND AMONG CATAMARAN CORPORATION (“CATAMARAN”) UNITEDHEALTH GROUP INCORPORATED-A CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF MINNESOTA ...(DUE TO SPACE LIMITS SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

2. TO CONSIDER AND VOTE ON A PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO CATAMARAN’S NAMED EXECUTIVE OFFICERS THAT IS BASED ON OR OTHERWISE RELATES TO THE ARRANGEMENT.

FOR

YES

FOR

3. TO CONSIDER AND VOTE ON A PROPOSAL TO ADJOURN THE SPECIAL MEETING TO ANOTHER PLACE, DATE OR TIME IF NECESSARY OR APPROPRIATE, TO THE EXTENT PERMITTED BY THE ARRANGEMENT AGREEMENT, INCLUDING TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE ARRANGEMENT RESOLUTION IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE ARRANGEMENT RESOLUTION.

FOR

YES

FOR

BALANCED FUND

94904P104

PCP

740189105

PRECISION CASTPARTS CORP.

8/17/2015

ANNUAL

1. ELECTION OF DIRECTOR: PETER B. DELANEY, MARK DONEGAN, DON R. GRABER, LESTER L. LYLES, VERNON E. OECHSLE, JAMES F. PALMER, ULRICH SCHMIDT, RICHARD L. WAMBOLD, TIMOTHY A. WICKS, JANET C. WOLFENBARGER

FOR

YES

FOR

2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

FOR

YES

FOR

3. ADVISORY VOTE REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

DEO

25243Q205

DIAGEO PLC

9/23/2015

ANNUAL

1. REPORT AND ACCOUNTS 2015.

FOR

YES

FOR

2. DIRECTORS’ REMUNERATION REPORT 2015.

FOR

YES

FOR

3. DECLARATION OF FINAL DIVIDEND.

FOR

YES

FOR

4. RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

5. RE-ELECTION OF LORD DAVIES AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

6. RE-ELECTION OF HO KWONPING AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

7. RE-ELECTION OF BD HOLDEN AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

8. RE-ELECTION OF DR FB HUMER AS A DIRECTOR. (NOMINATION COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

9. RE-ELECTION OF D MAHLAN AS A DIRECTOR. (EXECUTIVE COMMITTEE)

FOR

YES

FOR

10. RE-ELECTION OF NS MENDELSOHN AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

11. RE-ELECTION OF I MENEZES AS A DIRECTOR. (EXECUTIVE COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

12. RE-ELECTION OF PG SCOTT AS A DIRECTOR. (AUDIT(CHAIRMAN OF THE COMMITTEE), NOMINATION, REMUNERATION COMMITTEE)

FOR

YES

FOR

13. RE-ELECTION OF AJH STEWART AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION COMMITTEE)

FOR

YES

FOR

14. APPOINTMENT OF AUDITOR.

FOR

YES

FOR

15. REMUNERATION OF AUDITOR.

FOR

YES

FOR

16. AUTHORITY TO ALLOT SHARES.

FOR

YES

FOR

17. DISAPPLICATION OF PRE-EMPTION RIGHTS.

FOR

YES

FOR

18. AUTHORITY TO PURCHASE OWN ORDINARY SHARES.

FOR

YES

FOR

19. AUTHORITY TO MAKE POLITICAL DONATIONS AND/OR TO INCUR POLITICAL EXPENDITURE IN THE EU.

FOR

YES

FOR

BALANCED FUND

94904P104

ORCL

68389X105

ORACLE CORPORATION

11/18/2015

ANNUAL

1. DIRECTOR: JEFFREY S. BERG, H. RAYMOND BINGHAM, MICHAEL J. BOSKIN, SAFRA A. CATZ, BRUCE R. CHIZEN, GEORGE H. CONRADES, LAWRENCE J. ELLISON, HECTOR GARCIA-MOLINA, JEFFREY O. HENLEY, MARK V. HURD, LEON E. PANETTA, NAOMI O. SELIGMAN

FOR

YES

FOR

2. RE-APPROVAL OF THE ORACLE CORPORATION EXECUTIVE BONUS PLAN.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

FOR

YES

FOR

4. RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING RENEWABLE ENERGY TARGETS.

AGAINST

YES

AGAINST

6. STOCKHOLDER PROPOSAL REGARDING PROXY ACCESS.

AGAINST

YES

AGAINST

7. STOCKHOLDER PROPOSAL REGARDING QUANTIFIABLE PERFORMANCE METRICS.

AGAINST

YES

AGAINST

8. STOCKHOLDER PROPOSAL REGARDING AMENDMENT OF THE GOVERNANCE GUIDELINES

AGAINST

YES

AGAINST

9. STOCKHOLDER PROPOSAL REGARDING VOTE TABULATION.

AGAINST

YES

AGAINST

10. STOCKHOLDER PROPOSAL REGARDING LOBBYING REPORT.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

PCP

740189105

PRECISION CASTPARTS CORP.

11/19/2015

SPECIAL

1. APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 8, 2015, BY AND AMONG BERKSHIRE HATHAWAY INC., NW MERGER SUB INC., AND PRECISION CASTPARTS CORP.

FOR

YES

FOR

2. APPROVE ON A NON-BINDING, ADVISORY BASIS THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE COMPANY’S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH, OR FOLLOWING, THE CONSUMMATION OF THE MERGER.

FOR

YES

FOR

BALANCED FUND

94904P104

WSH

G96666105

WILLIS GROUP HOLDINGS LIMITED

12/11/2015

SPECIAL

1. TO APPROVE THE ISSUANCE OF ORDINARY SHARES OF WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY TO STOCKHOLDERS OF TOWERS WATSON & CO. AS THE MERGER CONSIDERATION IN CONNECTION WITH THE MERGER AS CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER, DATED JUNE 29, 2015, BY AND AMONG WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY, TOWERS WATSON AND CITADEL MERGER SUB, INC.

FOR

YES

FOR

2. TO APPROVE THE NAME CHANGE OF “WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY” TO “WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY” SUBJECT TO AND IMMEDIATELY AFTER THE CONSUMMATION OF THE MERGER (THE “WILLIS NAME CHANGE PROPOSAL”).

FOR

YES

FOR

3. TO APPROVE A CONSOLIDATION (I.E., A REVERSE STOCK SPLIT UNDER IRISH LAW) WHEREBY EVERY 2.6490 WILLIS ORDINARY SHARES WILL BE CONSOLIDATED INTO ONE WILLIS ORDINARY SHARE, $0.000304635 NOMINAL VALUE PER SHARE, SUBJECT TO, AND IMMEDIATELY AFTER, THE CONSUMMATION OF THE MERGER (THE “WILLIS CONSOLIDATION PROPOSAL”).

FOR

YES

FOR

4. TO APPROVE AND CONSENT TO THE ADJOURNMENT OF THE WILLIS EGM, OR ANY ADJOURNMENTS THEREOF, TO ANOTHER TIME AND PLACE IF, IN THE DISCRETION OF THE CHAIRMAN, IT IS NECESSARY OR APPROPRIATE TO, AMONG OTHER THINGS, SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES RECEIVED BY WAY OF PROXY, AT THE TIME OF THE WILLIS EGM TO APPROVE WILLIS PROPOSALS 1, 2, AND/OR 3.

FOR

YES

FOR

BALANCED FUND

94904P104

MON

61166W101

MONSANTO COMPANY

1/29/2016

Annual

1. ELECTION OF DIRECTOR: GREGORY H. BOYCE, DAVID L. CHICOINE, PH.D., JANICE L. FIELDS, HUGH GRANT, ARTHUR H. HARPER, LAURA K. IPSEN, MARCOS M. LUTZ, C. STEVE MCMILLAN, JON R. MOELLER, WILLIAM U. PARFET, GEORGE H. POSTE, PH.D., D.V.M., ROBERT J. STEVENS, PATRICIA VERDUIN, PH.D

FOR

YES

FOR

2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2016.

FOR

YES

FOR

3. ADVISORY (NON-BINDING) VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF CODE SECTION 162(M) ANNUAL INCENTIVE PLAN.

FOR

YES

FOR

5. SHAREOWNER PROPOSAL: GLYPHOSATE REPORT.

AGAINST

YES

AGAINST

6. SHAREOWNER PROPOSAL: LOBBYING REPORT.

AGAINST

YES

AGAINST

7. SHAREOWNER PROPOSAL: INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

ACN

G1151C101

ACCENTURE PLC

2/3/2016

ANNUAL

1. RE-APPOINTMENT OF DIRECTOR: JAIME ARDILA, DINA DUBLON, CHARLES H. GIANCARLO, WILLIAM L. KIMSEY, MARJORIE MAGNER, BLYTHE J. MCGARVIE, PIERRE NANTERME, GILLES C. PELISSON, PAULA A. PRICE, ARUN SARIN, WULF VON SCHIMMELMANN, FRANK K. TANG

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. TO APPROVE AN AMENDMENT TO THE AMENDED AND RESTATED ACCENTURE PLC 2010 SHARE INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE, ESTABLISH LIMITS ON ANNUAL COMPENSATION GRANTED TO OUR NON-EMPLOYEE DIRECTORS AND MAKE OTHER AMENDMENTS.

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT TO THE ACCENTURE PLC 2010 EMPLOYEE SHARE PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE AND MAKE OTHER AMENDMENTS.

FOR

YES

FOR

5. TO RATIFY, IN A NON-BINDING VOTE, THE APPOINTMENT OF KPMG LLP (KPMG) AS THE INDEPENDENT AUDITORS OF ACCENTURE AND TO AUTHORIZE, IN A BINDING VOTE, THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO DETERMINE KPMG’S REMUNERATION.

FOR

YES

FOR

6. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO IMPLEMENT “PROXY ACCESS”.

FOR

7A. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO ENHANCE THE ADVANCE NOTICE PROVISIONS AND MAKE CERTAIN ADMINISTRATIVE AMENDMENTS.

FOR

YES

FOR

7B. TO AMEND THE COMPANY’S MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS.

FOR

YES

FOR

8A. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO PROVIDE FOR PLURALITY VOTING IN THE EVENT OF A CONTESTED ELECTION.

FOR

YES

FOR

8B. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO GRANT THE BOARD SOLE AUTHORITY TO DETERMINE ITS SIZE.

FOR

YES

FOR

9. TO GRANT THE BOARD OF DIRECTORS THE AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

FOR

YES

FOR

10. TO GRANT THE BOARD OF DIRECTORS THE AUTHORITY TO OPT-OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

FOR

YES

FOR

11. TO AUTHORIZE ACCENTURE AND ITS SUBSIDIARIES TO MAKE OPEN-MARKET PURCHASES OF ACCENTURE CLASS A ORDINARY SHARES UNDER IRISH LAW.

FOR

YES

FOR

12. TO DETERMINE THE PRICE RANGE AT WHICH ACCENTURE CAN RE-ALLOT SHARES THAT IT ACQUIRES AS TREASURY SHARES UNDER IRISH LAW.

FOR

YES

FOR

BALANCED FUND

94904P104

TXN

882508104

TEXAS INSTRUMENTS INCORPORATED

4/21/2016

ANNUAL

1. ELECTION OF DIRECTOR: R.W. BABB, JR., M.A. BLINN, D.A. CARP, J.F. CLARK, C.S. COX, R. KIRK, P.H. PATSLEY, R.E. SANCHEZ, W.R. SANDERS, R.K. TEMPLETON, C.T. WHITMAN

FOR

YES

FOR

2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. BOARD PROPOSAL TO APPROVE AMENDMENTS TO THE TEXAS INSTRUMENTS 2009 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

BALANCED FUND

94904P104

FLIR

302445101

FLIR SYSTEMS, INC.

4/22/2016

ANNUAL

1. ELECTION OF DIRECTOR: JOHN D. CARTER, WILLIAM W. CROUCH, CATHERINE A. HALLIGAN, EARL R. LEWIS, ANGUS L. MACDONALD, MICHAEL T. SMITH, CATHY A. STAUFFER, ANDREW C. TEICH, JOHN W. WOOD, JR., STEVEN E. WYNNE

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE COMPANY’S BOARD OF DIRECTORS OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. THE AMENDMENT NO. 1 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

4. THE AMENDMENT NO. 2 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

5. THE SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS, AS INCLUDED IN THE PROXY STATEMENT.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

74005P104

PRAXAIR, INC.

4/26/2016

ANNUAL

1. ELECTION OF DIRECTOR: STEPHEN F. ANGEL, OSCAR BERNARDES, NANCE K. DICCIANI, EDWARD G. GALANTE, IRA D. HALL, RAYMOND W. LEBOEUF, LARRY D. MCVAY, DENISE L. RAMOS, MARTIN H. RICHENHAGEN, WAYNE T. SMITH, ROBERT L. WOOD

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF THE INDEPENDENT AUDITOR

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY AND NON-BINDING BASIS, THE COMPENSATION OF PRAXAIR’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. TO APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS UNDER PRAXAIR’S SECTION 162(M) PLAN

FOR

YES

FOR

5. SHAREHOLDER PROPOSAL REGARDING DIVIDENDS AND SHARE REPURCHASES

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

EOG

26875P101

EOG RESOURCES, INC.

4/26/2016

ANNUAL

1. ELECTION OF DIRECTOR: JANET F. CLARK, CHARLES R. CRISP, JAMES C. DAY, H. LEIGHTON STEWARD, DONALD F. TEXTOR, WILLIAM R. THOMAS, FRANK G. WISNER

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF DELOITTE & TOUCHE LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, AS AUDITORS FOR THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

BALANCED FUND

94904P104

BUD

03524A108

ANHEUSER-BUSCH INBEV SA

4/27/2016

ANNUAL

1. APPROVAL OF THE STATUTORY ANNUAL ACCOUNTS

FOR

YES

FOR

2. DISCHARGE TO THE DIRECTORS

FOR

YES

FOR

3. DISCHARGE TO THE STATUTORY AUDITOR

FOR

YES

FOR

4. APPOINTMENT OF STATUTORY AUDITOR AND REMUNERATION

FOR

YES

FOR

5. REMUNERATION: REMUNERATION POLICY AND REMUNERATION REPORT OF THE COMPANY

FOR

YES

FOR

6. REMUNERATION: STOCK OPTIONS FOR DIRECTORS

FOR

YES

FOR

7. APPROVAL OF CHANGE OF CONTROL PROVISIONS RELATING TO THE 9,000,000,000 USD SENIOR FACILITIES AGREEMENT OF 2010, AS AMENDED AND RESTATED ON 28 AUGUST 2015 (THE AMENDED AND RESTATED 2010 SENIOR FACILITIES AGREEMENT”)”

FOR

YES

FOR

8. APPROVAL OF CHANGE OF CONTROL PROVISIONS RELATING TO THE 75,000,000,000 USD SENIOR FACILITIES AGREEMENT OF 28 OCTOBER 2015 (THE 2015 SENIOR FACILITIES AGREEMENT”)”

FOR

YES

FOR

9. ACKNOWLEDGEMENT THAT ALL VVPR STRIPS ISSUED BY THE COMPANY HAVE LAPSED

FOR

YES

FOR

10. POWERS FOR FILINGS

FOR

YES

FOR

BALANCED FUND

94904P104

NCMI

635309107

NATIONAL CINEMEDIA, INC.

4/29/2016

ANNUAL

1. DIRECTOR: PETER B. BRANDOW, LEE ROY MITCHELL, CRAIG R. RAMSEY

FOR

YES

FOR

2. TO APPROVE, ON AN ADVISORY BASIS, NATIONAL CINEMEDIA, INC.’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE NATIONAL CINEMEDIA, INC. 2016 EQUITY INCENTIVE PLAN.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS NATIONAL CINEMEDIA, INC.’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR ENDING DECEMBER 29, 2016.

FOR

YES

FOR

BALANCED FUND

94904P104

BRK/B

084670702

BERKSHIRE HATHAWAY, INC. (B)

4/30/2016

ANNUAL

1. DIRECTOR: WARREN E. BUFFETT, CHARLES T. MUNGER, HOWARD G. BUFFETT, STEPHEN B. BURKE, SUSAN L. DECKER, WILLIAM H. GATES III, DAVID S. GOTTESMAN, CHARLOTTE GUYMAN, THOMAS S. MURPHY, RONALD L. OLSON, WALTER SCOTT, JR., MERYL B. WITMER

FOR

YES

FOR

2. SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

BRO

115236101

BROWN & BROWN, INC.

5/4/2016

ANNUAL

1. DIRECTOR: J. HYATT BROWN, SAMUEL P. BELL, III, HUGH M. BROWN, J. POWELL BROWN, BRADLEY CURREY, JR., THEODORE J. HOEPNER, JAMES S. HUNT, TONI JENNINGS, TIMOTHY R.M. MAIN, H. PALMER PROCTOR, JR., WENDELL S. REILLY, CHILTON D. VARNER

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS BROWN & BROWN, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO REAPPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN PURSUANT TO INTERNAL REVENUE CODE SECTION 162(M).

FOR

YES

FOR

5. TO APPROVE AN AMENDMENT TO BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE UNDER THE PLAN.

FOR

YES

FOR

BALANCED FUND

94904P104

ESRX

30219G108

EXPRESS SCRIPTS HOLDING COMPANY

5/4/2016

ANNUAL

1. ELECTION OF DIRECTOR: MAURA C. BREEN, WILLIAM J. DELANEY, ELDER GRANGER, MD, MG, USA (RETIRED), NICHOLAS J. LAHOWCHIC, THOMAS P. MAC MAHON, FRANK MERGENTHALER, WOODROW A. MYERS, JR., MD, RODERICK A. PALMORE, GEORGE PAZ, WILLIAM L. ROPER, MD, MPH, SEYMOUR STERNBERG, TIMOTHY WENTWORTH

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AND RATIFY THE EXPRESS SCRIPTS HOLDING COMPANY 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

FOR

6. STOCKHOLDER PROPOSAL REGARDING POLITICAL ACTIVITIES DISCLOSURE.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

UPS

911312106

UNITED PARCEL SERVICE, INC.

5/5/2016

ANNUAL

1. ELECTION OF DIRECTOR TO SERVE UNTIL THE 2017 ANNUAL MEETING: DAVID P. ABNEY, RODNEY C. ADKINS, MICHAEL J. BURNS, WILLIAM R. JOHNSON, CANDACE KENDLE, ANN M. LIVERMORE, RUDY H.P. MARKHAM, CLARK T. RANDT, JR., JOHN T. STANKEY, CAROL B. TOME, KEVIN M. WARSH

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS UPS’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. SHAREOWNER PROPOSAL TO PREPARE AN ANNUAL REPORT ON LOBBYING ACTIVITIES.

AGAINST

YES

AGAINST

4. SHAREOWNER PROPOSAL TO REDUCE THE VOTING POWER OF CLASS A STOCK FROM 10 VOTES PER SHARE TO ONE VOTE PER SHARE.

AGAINST

YES

AGAINST

5. SHAREOWNER PROPOSAL TO ADOPT HOLY LAND PRINCIPLES.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

AGN

G0177J108

ALLERGAN PLC

5/5/2016

ANNUAL

1. DIRECTOR: NESLI BASGOZ, M.D., PAUL M. BISARO, JAMES H. BLOEM, CHRISTOPHER W. BODINE, CHRISTOPHER J. COUGHLIN, MICHAEL R. GALLAGHER, CATHERINE M. KLEMA, PETER J. MCDONNELL, M.D, PATRICK J. O’SULLIVAN, BRENTON L. SAUNDERS, RONALD R. TAYLOR, FRED G. WEISS

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

3. TO RATIFY, IN A NON-BINDING VOTE, THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016 AND TO AUTHORIZE, IN A BINDING VOTE, THE BOARD OF DIRECTORS, ACTING THROUGH THE AUDIT AND COMPLIANCE COMMITTEE, TO DETERMINE PRICEWATERHOUSECOOPERS LLP’S REMUNERATION

FOR

YES

FOR

4A. TO APPROVE THE AMENDMENT OF THE COMPANY’S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

4B. TO APPROVE THE AMENDMENT OF THE COMPANY’S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

5A. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: PROVIDE FOR A PLURALITY VOTING STANDARD IN THE EVENT OF A CONTESTED ELECTION

FOR

YES

FOR

5B. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: GRANT THE BOARD OF DIRECTORS SOLE AUTHORITY TO DETERMINE ITS SIZE

FOR

YES

FOR

6. TO APPROVE THE REDUCTION OF COMPANY CAPITAL

FOR

YES

FOR

7. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN ANNUAL REPORT ON LOBBYING ACTIVITIES, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

8. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

50540R409

LABORATORY CORPORATION OF AMERICA HOLDINGS

5/11/2016

ANNUAL

1. ELECTION OF DIRECTOR: KERRII B. ANDERSON, JEAN-LUC BELINGARD, D. GARY GILLILAND, M.D., PH.D., DAVID P. KING, GARHENG KONG, M.D., PH.D., ROBERT E. MITTELSTAEDT, JR., PETER M. NEUPERT, RICHELLE P. PARHAM, ADAM H. SCHECHTER, R. SANDERS WILLIAMS, M.D.

FOR

YES

FOR

2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE COMPANY’S 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2016 EMPLOYEE STOCK PURCHASE PLAN.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

6. SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

BALANCED FUND

94904P104

MSI

620076307

MOTOROLA SOLUTIONS INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: GREGORY Q. BROWN, KENNETH C. DAHLBERG, EGON P. DURBAN, MICHAEL V. HAYDEN, CLAYTON M. JONES, JUDY C. LEWENT, GREGORY K. MONDRE, ANNE R. PRAMAGGIORE, SAMUEL C. SCOTT, III

FOR

YES

FOR

2. ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. STOCKHOLDER PROPOSAL RE: LOBBYING DISCLOSURE.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

CMCSA

20030N101

COMCAST CORPORATION - CL A

5/19/2016

ANNUAL

1. DIRECTOR: KENNETH J. BACON, MADELINE S. BELL, SHELDON M. BONOVITZ, EDWARD D. BREEN, JOSEPH J. COLLINS, GERALD L. HASSELL, JEFFREY A. HONICKMAN, EDUARDO MESTRE, BRIAN L. ROBERTS, JOHNATHAN A. RODGERS, DR. JUDITH RODIN

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF OUR INDEPENDENT AUDITORS

FOR

YES

FOR

3. APPROVAL OF OUR AMENDED AND RESTATED 2002 RESTRICTED STOCK PLAN

FOR

YES

FOR

4. APPROVAL OF OUR AMENDED AND RESTATED 2003 STOCK OPTION PLAN

FOR

YES

FOR

5. APPROVAL OF THE AMENDED AND RESTATED COMCAST CORPORATION 2002 EMPLOYEE STOCK PURCHASE PLAN

FOR

YES

FOR

6. APPROVAL OF THE AMENDED AND RESTATED COMCAST- NBCUNIVERSAL 2011 EMPLOYEE STOCK PURCHASE PLAN

FOR

YES

FOR

7. TO PROVIDE A LOBBYING REPORT

AGAINST

YES

AGAINST

8. TO PROHIBIT ACCELERATED VESTING OF STOCK UPON A CHANGE IN CONTROL

AGAINST

YES

AGAINST

9. TO REQUIRE AN INDEPENDENT BOARD CHAIRMAN

AGAINST

YES

AGAINST

10. TO STOP 100-TO-ONE VOTING POWER

AGAINST

YES

AGAINST

BALANCED FUND

94904P104

PXD

723787107

PIONEER NATURAL RESOURCES COMPANY

5/19/2016

ANNUAL

1. ELECTION OF DIRECTOR: EDISON C. BUCHANAN, ANDREW F. CATES, TIMOTHY L. DOVE, PHILLIP A. GOBE, LARRY R. GRILLOT, STACY P. METHVIN, ROYCE W. MITCHELL, FRANK A. RISCH, SCOTT D. SHEFFIELD, MONA K. SUTPHEN, J. KENNETH THOMPSON, PHOEBE A. WOOD, MICHAEL D. WORTLEY

FOR

YES

FOR

2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

4. APPROVAL OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

FOR

YES

FOR

5. APPROVAL OF THE MATERIAL TERMS OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN TO COMPLY WITH THE STOCKHOLDER APPROVAL REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL REVENUE CODE

FOR

YES

FOR

BALANCED FUND

94904P104

WLTW

G96629103

WILLIS TOWERS WATSON PUBLIC LIMITED CO

6/10/2016

ANNUAL

1. ELECTION OF DIRECTOR: DOMINIC CASSERLEY. ANNA C. CATALANO, VICTOR F. GANZI, JOHN J. HALEY, WENDY E. LANE, JAMES F. MCCANN, BRENDAN R. O’NEILL, JAYMIN PATEL, LINDA D. RABBITT, PAUL THOMAS, JEFFREY W. UBBEN, WILHELM ZELLER

FOR

YES

FOR

2. TO RATIFY, ON AN ADVISORY BASIS, THE REAPPOINTMENT OF DELOITTE LLP AS INDEPENDENT AUDITOR UNTIL THE CLOSE OF THE NEXT ANNUAL GENERAL MEETING OF SHAREHOLDERS AND AUTHORIZE IN A BINDING VOTE THE BOARD OF DIRECTORS, ACTING THROUGH THE AUDIT AND RISK COMMITTEE, TO FIX THE AUDITOR’S REMUNERATION.

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT AND RESTATEMENT OF THE WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY 2012 EQUITY INCENTIVE PLAN, INCLUDING TO INCREASE THE NUMBER OF AUTHORIZED SHARES UNDER THE 2012 PLAN AND APPROVE MATERIAL TERMS UNDER CODE SECTION 162(M).

FOR

YES

FOR

5. TO APPROVE AN AMENDMENT TO THE WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY AMENDED AND RESTATED 2010 NORTH AMERICAN EMPLOYEE STOCK PURCHASE PLAN, INCLUDING TO INCREASE THE NUMBER OF AUTHORIZED SHARES UNDER THE ESPP.

FOR

YES

FOR

6. TO RENEW THE BOARD’S AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

FOR

YES

FOR

7. TO RENEW THE BOARD’S AUTHORITY TO OPT OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

FOR

YES

FOR

BALANCED FUND

94904P104

EQC

294628102

EQUITY COMMONWEALTH

6/15/2016

ANNUAL

1. DIRECTOR: SAM ZELL, JAMES S. CORL, MARTIN L. EDELMAN, EDWARD A. GLICKMAN, DAVID HELFAND, PETER LINNEMAN, JAMES L. LOZIER, JR., MARY JANE ROBERTSON, KENNETH SHEA, GERALD A. SPECTOR, JAMES A. STAR

FOR

YES

FOR

2. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

BALANCED FUND

94904P104

AON

G0408V102

AON PLC

6/24/2016

ANNUAL

1. RE-ELECTION OF DIRECTOR: LESTER B. KNIGHT, GREGORY C. CASE, FULVIO CONTI, CHERYL A. FRANCIS, JAMES W. LENG, J. MICHAEL LOSH, ROBERT S. MORRISON, RICHARD B. MYERS, RICHARD C. NOTEBAERT, GLORIA SANTONA, CAROLYN Y. WOO

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE THE DIRECTORS’ REMUNERATION REPORT.

FOR

YES

FOR

4. RECEIPT OF AON’S ANNUAL REPORT AND ACCOUNTS, TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS, FOR THE YEAR ENDED DECEMBER 31, 2015.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS AON’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

6. RE-APPOINTMENT OF ERNST & YOUNG LLP AS AON’S U.K. STATUTORY AUDITOR UNDER THE COMPANIES ACT 2006.

FOR

YES

FOR

7. AUTHORIZATION OF THE BOARD OF DIRECTORS TO DETERMINE THE REMUNERATION OF AON’S U.K. STATUTORY AUDITOR.

FOR

YES

FOR

8. APPROVAL OF FORMS OF SHARE REPURCHASE CONTRACTS AND REPURCHASE COUNTERPARTIES.

FOR

YES

FOR

9. AUTHORIZE THE BOARD OF DIRECTORS TO EXERCISE ALL POWERS OF AON TO ALLOT SHARES.

FOR

YES

FOR

10. AUTHORIZE THE BOARD OF DIRECTORS TO ALLOT EQUITY SECURITIES FOR CASH WITHOUT RIGHTS OF PREEMPTION.

FOR

YES

FOR

11. AUTHORIZE AON AND ITS SUBSIDIARIES TO MAKE POLITICAL DONATIONS OR EXPENDITURES.

FOR

YES

FOR

BALANCED FUND

94904P104

57636Q104

MASTERCARD INCORPORATED

6/28/2016

ANNUAL

1. DIRECTOR: RICHARD HAYTHORNTHWAITE, AJAY BANGA, SILVIO BARZI, DAVID R. CARLUCCI, STEVEN J. FREIBERG, JULIUS GENACHOWSKI, MERIT E. JANOW, NANCY J. KARCH, OKI MATSUMOTO, RIMA QURESHI, JOSE OCTAVIO REYES LAGUNES, JACKSON TAI

FOR

YES

FOR

2. ADVISORY APPROVAL OF MASTERCARD’S EXECUTIVE COMPENSATION

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR MASTERCARD FOR 2016

FOR

YES

FOR

CORE PLUS INCOME FUND

94904P823

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

CORE PLUS INCOME FUND

94904P823

MNR

609720107

MONMOUTH REAL ESTATE INV CORP

5/19/2016

ANNUAL

1. DIRECTOR: ANNA T. CHEW, DANIEL D. CRONHEIM, SCOTT L. ROBINSON

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF PKF O’CONNOR DAVIES, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016.

FOR

YES

FOR

CORE PLUS INCOME FUND

94904P823

EQC

294628102

EQUITY COMMONWEALTH

6/15/2016

ANNUAL

1. DIRECTOR: SAM ZELL, JAMES S. CORL, MARTIN L. EDELMAN, EDWARD A. GLICKMAN, DAVID HELFAND, PETER LINNEMAN, JAMES L. LOZIER, JR., MARY JANE ROBERTSON, KENNETH SHEA, GERALD A. SPECTOR, JAMES A. STAR

FOR

YES

FOR

2. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

CTRX

148887102

CATAMARAN CORPORATION

7/14/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

HICKORY FUND

94904P500

PBH

74112D101

PRESTIGE BRANDS HOLDINGS, INC.

8/4/2015

ANNUAL

1. DIRECTOR: RONALD M. LOMBARDI, JOHN E. BYOM, GARY E. COSTLEY, CHARLES J. HINKATY, SHEILA A. HOPKINS, JAMES M. JENNESS, CARL J. JOHNSON

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF PRESTIGE BRANDS HOLDINGS, INC. FOR THE FISCAL YEAR ENDING MARCH 31, 2016.

FOR

YES

FOR

3. SAY ON PAY - AN ADVISORY VOTE ON THE RESOLUTION TO APPROVE THE COMPENSATION OF PRESTIGE BRANDS HOLDINGS, INC.’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

HICKORY FUND

94904P500

LBRDA

530307107

LIBERTY BROADBAND - CL A

9/23/2015

SPECIAL

1. A PROPOSAL (THE “SHARE ISSUANCE PROPOSAL”) TO APPROVE THE ISSUANCE OF SHARES OF LIBERTY BROADBAND CORPORATION’S SERIES C COMMON STOCK PURSUANT TO THE TERMS OF CERTAIN AMENDED AND RESTATED INVESTMENT AGREEMENTS ENTERED INTO BY LIBERTY BROADBAND CORPORATION WITH VARIOUS INVESTORS ... (DUE TO SPACE LIMITS SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

2. A PROPOSAL TO AUTHORIZE THE ADJOURNMENT OF THE SPECIAL MEETING BY LIBERTY BROADBAND CORPORATION TO PERMIT FURTHER SOLICITATION OF PROXIES, IF NECESSARY OR APPROPRIATE, IF SUFFICIENT VOTES ARE NOT REPRESENTED AT THE SPECIAL MEETING TO APPROVE THE SHARE ISSUANCE PROPOSAL.

FOR

YES

FOR

HICKORY FUND

94904P500

ICON

451055107

ICONIX BRAND GROUP, INC.

12/4/2015

ANNUAL

1. DIRECTOR: F. PETER CUNEO, BARRY EMANUEL, DREW COHEN, SUE GOVE, MARK FRIEDMAN, JAMES A. MARCUM

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF BDO USA, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2015.

FOR

YES

FOR

3. TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2015 EXECUTIVE INCENTIVE PLAN.

FOR

YES

FOR

HICKORY FUND

94904P500

WSH

G96666105

WILLIS GROUP HOLDINGS LIMITED

12/11/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

HICKORY FUND

94904P500

WAIR

950814103

WESCO AIRCRAFT HOLDINGS, INC

1/26/2016

ANNUAL

1. DIRECTOR: PAUL E. FULCHINO, SCOTT E. KUECHLE, ROBERT D. PAULSON

FOR

YES

FOR

2. APPROVE, BY A NON-BINDING ADVISORY VOTE, THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

TDG

893641100

TRANSDIGM GROUP INCORPORATED

3/2/2016

ANNUAL

1. DIRECTOR: WILLIAM DRIES, MERVIN DUNN, MICHAEL GRAFF, W. NICHOLAS HOWLEY, RAYMOND LAUBENTHAL, ROBERT SMALL

FOR

YES

FOR

2. TO APPROVE (IN AN ADVISORY VOTE) COMPENSATION PAID TO THE COMPANY’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

3. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016

FOR

YES

FOR

HICKORY FUND

94904P500

ADT

00101J106

THE ADT CORPORATION

3/15/2016

ANNUAL

1. ELECTION OF DIRECTOR FOR TERMS EXPIRING IN 2017: THOMAS COLLIGAN, RICHARD DALY, TIMOTHY DONAHUE, ROBERT DUTKOWSKY, BRUCE GORDON, NAREN GURSAHANEY, BRIDGETTE HELLER, KATHLEEN HYLE, CHRISTOPHER HYLEN

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS ADT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

3. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF ADT’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

HICKORY FUND

94904P500

LMCA

531229102

LIBERTY MEDIA CORPORATION - CL A

4/11/2016

SPECIAL

1. A PROPOSAL TO APPROVE THE ADOPTION OF AN AMENDMENT AND RESTATEMENT OF OUR CERTIFICATE OF INCORPORATION, AMONG OTHER THINGS, TO RECLASSIFY AND EXCHANGE OUR EXISTING COMMON STOCK BY EXCHANGING THE SHARES OF OUR EXISTING COMMON STOCK FOR NEWLY ISSUED SHARES OF THREE NEW TRACKING STOCKS, TO BE DESIGNATED THE LIBERTY SIRIUSXM COMMON STOCK, THE LIBERTY BRAVES COMMON STOCK AND THE LIBERTY MEDIA COMMON STOCK, AND TO PROVIDE FOR THE ATTRIBUTION OF THE BUSINESSES, ASSETS AND ...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL)

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE ADOPTION OF AN AMENDMENT AND RESTATEMENT OF OUR CERTIFICATE OF INCORPORATION, IN CONNECTION WITH THE RECLASSIFICATION AND EXCHANGE OF OUR EXISTING COMMON STOCK, AMONG OTHER THINGS, TO RECLASSIFY AND EXCHANGE EACH OUTSTANDING SHARE OF OUR EXISTING SERIES A, SERIES B AND SERIES C COMMON STOCK BY EXCHANGING EACH SUCH SHARE FOR THE FOLLOWING UPON THE CANCELLATION THEREOF: ONE NEWLY ISSUED SHARE OF THE CORRESPONDING SERIES OF LIBERTY SIRIUSXM COMMON ...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL)

FOR

YES

FOR

3. A PROPOSAL TO APPROVE THE ADOPTION OF AN AMENDMENT AND RESTATEMENT OF OUR CERTIFICATE OF INCORPORATION, IN CONNECTION WITH THE RECLASSIFICATION AND EXCHANGE OF OUR EXISTING COMMON STOCK, AMONG OTHER THINGS, TO PROVIDE THE BOARD OF DIRECTORS WITH DISCRETION TO CONVERT SHARES OF COMMON STOCK INTENDED TO TRACK THE PERFORMANCE OF ANY OF THE SIRIUSXM GROUP, THE BRAVES GROUP OR THE MEDIA GROUP INTO COMMON STOCK INTENDED TO TRACK THE PERFORMANCE OF ONE OF SUCH OTHER GROUPS.

FOR

YES

FOR

4. A PROPOSAL TO APPROVE THE ADOPTION OF AN AMENDMENT AND RESTATEMENT OF OUR CERTIFICATE OF INCORPORATION, IN CONNECTION WITH THE RECLASSIFICATION AND EXCHANGE OF OUR EXISTING COMMON STOCK, AMONG OTHER THINGS, TO PROVIDE THE BOARD OF DIRECTORS WITH DISCRETION TO PERMIT THE SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF A GROUP WITHOUT A VOTE OF THE HOLDERS OF THE STOCK OF THAT GROUP, IF THE NET PROCEEDS OF SUCH SALE ARE DISTRIBUTED TO HOLDERS OF THAT STOCK BY MEANS OF A DIVIDEND OR ...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL)

FOR

YES

FOR

5. A PROPOSAL TO AUTHORIZE THE ADJOURNMENT OF THE SPECIAL MEETING BY LIBERTY MEDIA TO PERMIT FURTHER SOLICITATION OF PROXIES, IF NECESSARY OR APPROPRIATE, IF SUFFICIENT VOTES ARE NOT REPRESENTED AT THE SPECIAL MEETING TO APPROVE THE OTHER PROPOSALS TO BE PRESENTED AT THE SPECIAL MEETING.

FOR

YES

FOR

HICKORY FUND

94904P500

LMCK

531229300

LIBERTY MEDIA CORPORATION - CL C

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

HICKORY FUND

94904P500

IILG

46113M108

INTERVAL LEISURE GROUP, INC.

4/20/2016

SPECIAL

1. TO VOTE ON A PROPOSAL TO APPROVE THE ISSUANCE OF ILG COMMON STOCK IN CONNECTION WITH THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 27, 2015, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG INTERVAL LEISURE GROUP, INC., IRIS MERGER SUB, INC., STARWOOD HOTELS & RESORTS WORLDWIDE, INC. AND VISTANA SIGNATURE EXPERIENCES, INC. (THE “SHARE ISSUANCE”).

FOR

YES

FOR

2. TO VOTE ON A PROPOSAL TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE SHARE ISSUANCE.

FOR

YES

FOR

HICKORY FUND

94904P500

FLIR

302445101

FLIR SYSTEMS, INC.

4/22/2016

ANNUAL

FOR

YES

FOR

YES

FOR

3. THE AMENDMENT NO. 1 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

4. THE AMENDMENT NO. 2 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

5. THE SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS, AS INCLUDED IN THE PROXY STATEMENT.

AGAINST

YES

AGAINST

HICKORY FUND

94904P500

NCMI

635309107

NATIONAL CINEMEDIA, INC.

4/29/2016

ANNUAL

1. DIRECTOR: PETER B. BRANDOW, LEE ROY MITCHELL, CRAIG R. RAMSEY

FOR

YES

FOR

2. TO APPROVE, ON AN ADVISORY BASIS, NATIONAL CINEMEDIA, INC.’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE NATIONAL CINEMEDIA, INC. 2016 EQUITY INCENTIVE PLAN.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS NATIONAL CINEMEDIA, INC.’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR ENDING DECEMBER 29, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

BRO

115236101

BROWN & BROWN, INC.

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS BROWN & BROWN, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO REAPPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN PURSUANT TO INTERNAL REVENUE CODE SECTION 162(M).

FOR

YES

FOR

5. TO APPROVE AN AMENDMENT TO BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE UNDER THE PLAN.

FOR

YES

FOR

HICKORY FUND

94904P500

MUSA

626755102

MURPHY USA INC.

5/5/2016

ANNUAL

1. DIRECTOR: R. MADISON MURPHY, R. ANDREW CLYDE, DR CHRISTOPH KELLER III

FOR

YES

FOR

2. APPROVAL OF EXECUTIVE COMPENSATION ON AN ADVISORY, NON-BINDING BASIS.

FOR

YES

FOR

3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2016 KPMG LLP.

FOR

YES

FOR

HICKORY FUND

94904P500

50540R409

LABORATORY CORPORATION OF AMERICA HOLDINGS

5/11/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE COMPANY’S 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2016 EMPLOYEE STOCK PURCHASE PLAN.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

6. SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

AGAINST

YES

AGAINST

HICKORY FUND

94904P500

ALSN

01973R101

ALLISON TRANSMISSION HOLDINGS, INC.

5/12/2016

ANNUAL

1A. ELECTION OF DIRECTOR: DAVID F. DENISON TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1B. ELECTION OF DIRECTOR: DAVID C. EVERITT TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1C. ELECTION OF DIRECTOR: JAMES A. STAR TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. AN ADVISORY NON-BINDING VOTE TO APPROVE THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT TO OUR SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO DECLASSIFY OUR BOARD AND TO PROVIDE FOR ANNUAL ELECTION OF ALL DIRECTORS.

FOR

YES

FOR

HICKORY FUND

94904P500

CFX

194014106

COLFAX CORPORATION

5/13/2016

ANNUAL

1. ELECTION OF DIRECTOR: MITCHELL P. RALES, MATTHEW L. TREROTOLA, PATRICK W. ALLENDER, THOMAS S. GAYNER, RHONDA L. JORDAN, SAN W. ORR, III, A. CLAYTON PERFALL, RAJIV VINNAKOTA

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS COLFAX CORPORATION’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. APPROVAL OF THE COLFAX CORPORATION 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

HICKORY FUND

94904P500

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

HICKORY FUND

94904P500

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

HICKORY FUND

94904P500

XOXO

983772104

XO GROUP INC.

5/25/2016

ANNUAL

1. DIRECTOR: CHARLES BAKER, PETER SACHSE, MICHAEL ZEISSER

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF THE COMPANY’S 2016 EXECUTIVE INCENTIVE PLAN WITH RESPECT TO COVERED EMPLOYEES AND EXECUTIVE OFFICERS.

FOR

YES

FOR

5. AN AMENDMENT AND RESTATEMENT OF THE COMPANY’S 2009 EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES.

FOR

YES

FOR

HICKORY FUND

94904P500

FOSL

34988V106

FOSSIL GROUP, INC.

5/25/2016

ANNUAL

1. ELECTION OF DIRECTOR: ELAINE B. AGATHER, JEFFREY N. BOYER, WILLIAM B. CHIASSON, MAURIA A. FINLEY, KOSTA N. KARTSOTIS, DIANE L. NEAL, THOMAS M. NEALON, MARK D. QUICK, ELYSIA HOLT RAGUSA, JAMES E. SKINNER, JAMES M. ZIMMERMAN

FOR

YES

FOR

2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. PROPOSAL TO APPROVE THE FOSSIL GROUP, INC. 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

4. PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

LBRDA

530307107

LIBERTY BROADBAND - CL A

5/25/2016

ANNUAL

1. DIRECTOR: GREGORY B. MAFFEI, RICHARD R. GREEN

FOR

YES

FOR

2. A PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

LICT

50187G104

LICT CORPORATION

5/26/2016

ANNUAL

1. DIRECTOR: MARIO J. GABELLI, ROBERT E. DOLAN, SALVATORE MUOIO, GARY L. SUGARMAN

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF BDO USA, LLP AS THE CORPORATION’S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

HICKORY FUND

94904P500

AVP

054303102

AVON PRODUCTS, INC.

5/26/2016

ANNUAL

1. DIRECTOR: W. DON CORNWELL, NANCY KILLEFER, SUSAN J. KROPF, HELEN MCCLUSKEY, SHERI MCCOY, CHARLES H. NOSKI, CATHY D. ROSS

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. APPROVAL OF 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

HICKORY FUND

94904P500

WLTW

G96629103

WILLIS TOWERS WATSON PUBLIC LIMITED CO

6/10/2016

ANNUAL

FOR

YES

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

YES

FOR

YES

FOR

6. TO RENEW THE BOARD’S AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

FOR

YES

FOR

7. TO RENEW THE BOARD’S AUTHORITY TO OPT OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

FOR

YES

FOR

HICKORY FUND

94904P500

ACIW

004498101

ACI WORLDWIDE, INC.

6/14/2016

ANNUAL

1A. DIRECTOR: JAMES C. HALE, PHILIP G. HEASLEY, JAMES C. MCGRODDY, CHARLES E. PETERS, JR., DAVID A. POE, JOHN M. SHAY, JR.

FOR

YES

FOR

1B. DIRECTOR: JANET O. ESTEP, ADALIO T. SANCHEZ, JAN H. SUWINSKI, THOMAS W. WARSOP III

FOR

YES

WITHHELD

2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. APPROVE THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

AGAINST

4. APPROVE THE 2016 EQUITY AND PERFORMANCE INCENTIVE PLAN.

FOR

YES

AGAINST

HICKORY FUND

94904P500

LYV

538034109

LIVE NATION ENTERTAINMENT, INC.

6/14/2016

ANNUAL

1. ELECTION OF DIRECTOR: MARK CARLETON, JONATHAN DOLGEN, ARIEL EMANUEL, ROBERT TED ENLOE, III, JEFFREY T. HINSON, JAMES IOVINE, MARGARET (PEGGY) JOHNSON, JAMES S. KAHAN, GREGORY B. MAFFEI, RANDALL T. MAYS, MICHAEL RAPINO, MARK S. SHAPIRO

FOR

YES

FOR

2. ADVISORY VOTE ON THE COMPENSATION OF LIVE NATION ENTERTAINMENT NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS LIVE NATION ENTERTAINMENT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2016 FISCAL YEAR.

FOR

YES

FOR

HICKORY FUND

94904P500

EQC

294628102

EQUITY COMMONWEALTH

6/15/2016

ANNUAL

1. DIRECTOR: SAM ZELL, JAMES S. CORL, MARTIN L. EDELMAN, EDWARD A. GLICKMAN, DAVID HELFAND, PETER LINNEMAN, JAMES L. LOZIER, JR., MARY JANE ROBERTSON, KENNETH SHEA, GERALD A. SPECTOR, JAMES A. STAR

FOR

YES

FOR

2. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

PCP

740189105

PRECISION CASTPARTS CORP.

8/17/2015

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

FOR

YES

FOR

3. ADVISORY VOTE REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

LBRDA

530307107

LIBERTY BROADBAND - CL A

9/23/2015

SPECIAL

FOR

YES

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

PCP

740189105

PRECISION CASTPARTS CORP.

11/19/2015

SPECIAL

1. APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 8, 2015, BY AND AMONG BERKSHIRE HATHAWAY INC., NW MERGER SUB INC., AND PRECISION CASTPARTS CORP.

FOR

YES

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

ICON

451055107

ICONIX BRAND GROUP, INC.

12/4/2015

ANNUAL

1. DIRECTOR: F. PETER CUNEO, BARRY EMANUEL, DREW COHEN, SUE GOVE, MARK FRIEDMAN, JAMES A. MARCUM

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF BDO USA, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2015.

FOR

YES

FOR

3. TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2015 EXECUTIVE INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

WAIR

950814103

WESCO AIRCRAFT HOLDINGS, INC

1/26/2016

ANNUAL

1. DIRECTOR: PAUL E. FULCHINO, SCOTT E. KUECHLE, ROBERT D. PAULSON

FOR

YES

FOR

2. APPROVE, BY A NON-BINDING ADVISORY VOTE, THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

TDG

893641100

TRANSDIGM GROUP INCORPORATED

3/2/2016

ANNUAL

1. DIRECTOR: WILLIAM DRIES, MERVIN DUNN, MICHAEL GRAFF, W. NICHOLAS HOWLEY, RAYMOND LAUBENTHAL, ROBERT SMALL

FOR

YES

FOR

2. TO APPROVE (IN AN ADVISORY VOTE) COMPENSATION PAID TO THE COMPANY’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

3. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

ADT

00101J106

THE ADT CORPORATION

3/15/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS ADT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

3. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF ADT’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

LMCA

531229102

LIBERTY MEDIA CORPORATION - CL A

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

LMCK

531229300

LIBERTY MEDIA CORPORATION - CL C

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

IILG

46113M108

INTERVAL LEISURE GROUP, INC.

4/20/2016

SPECIAL

FOR

YES

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

TXN

882508104

TEXAS INSTRUMENTS INCORPORATED

4/21/2016

ANNUAL

1. ELECTION OF DIRECTOR: R.W. BABB, JR., M.A. BLINN, D.A. CARP, J.F. CLARK, C.S. COX, R. KIRK, P.H. PATSLEY, R.E. SANCHEZ, W.R. SANDERS, R.K. TEMPLETON, C.T. WHITMAN

FOR

YES

FOR

2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. BOARD PROPOSAL TO APPROVE AMENDMENTS TO THE TEXAS INSTRUMENTS 2009 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

WFC

949746101

WELLS FARGO & COMPANY

4/26/2016

ANNUAL

1. ELECTION OF DIRECTOR: JOHN D. BAKER II, ELAINE L. CHAO, JOHN S. CHEN, LLOYD H. DEAN, ELIZABETH A. DUKE, SUSAN E. ENGEL, ENRIQUE HERNANDEZ, JR., DONALD M. JAMES, CYNTHIA H. MILLIGAN, FEDERICO F. PENA, JAMES H. QUIGLEY, STEPHEN W. SANGER, JOHN G. STUMPF, SUSAN G. SWENSON, SUZANNE M. VAUTRINOT

FOR

YES

FOR

2. VOTE ON AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. ADOPT A POLICY TO REQUIRE AN INDEPENDENT CHAIRMAN.

AGAINST

YES

AGAINST

5. PROVIDE A REPORT ON THE COMPANY’S LOBBYING POLICIES AND PRACTICES.

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

NCMI

635309107

NATIONAL CINEMEDIA, INC.

4/29/2016

ANNUAL

1. DIRECTOR: PETER B. BRANDOW, LEE ROY MITCHELL, CRAIG R. RAMSEY

FOR

��

YES

FOR

2. TO APPROVE, ON AN ADVISORY BASIS, NATIONAL CINEMEDIA, INC.’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE NATIONAL CINEMEDIA, INC. 2016 EQUITY INCENTIVE PLAN.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS NATIONAL CINEMEDIA, INC.’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR ENDING DECEMBER 29, 2016.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

BRK/B

084670702

BERKSHIRE HATHAWAY, INC. (B)

4/30/2016

ANNUAL

FOR

YES

FOR

2. SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

ESRX

30219G108

EXPRESS SCRIPTS HOLDING COMPANY

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AND RATIFY THE EXPRESS SCRIPTS HOLDING COMPANY 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

FOR

��

6. STOCKHOLDER PROPOSAL REGARDING POLITICAL ACTIVITIES DISCLOSURE.

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

50540R409

LABORATORY CORPORATION OF AMERICA HOLDINGS

5/11/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE COMPANY’S 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2016 EMPLOYEE STOCK PURCHASE PLAN.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

6. SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

CFX

194014106

COLFAX CORPORATION

5/13/2016

ANNUAL

1. ELECTION OF DIRECTOR: MITCHELL P. RALES, MATTHEW L. TREROTOLA, PATRICK W. ALLENDER, THOMAS S. GAYNER, RHONDA L. JORDAN, SAN W. ORR, III, A. CLAYTON PERFALL, RAJIV VINNAKOTA

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS COLFAX CORPORATION’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. APPROVAL OF THE COLFAX CORPORATION 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

PARTNERS III OPPORTUNITY FUND

94904P872

PXD

723787107

PIONEER NATURAL RESOURCES COMPANY

5/19/2016

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

4. APPROVAL OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

FOR

YES

FOR

5. APPROVAL OF THE MATERIAL TERMS OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN TO COMPLY WITH THE STOCKHOLDER APPROVAL REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL REVENUE CODE

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

LBRDA

530307107

LIBERTY BROADBAND - CL A

5/25/2016

ANNUAL

1. DIRECTOR: GREGORY B. MAFFEI, RICHARD R. GREEN

FOR

YES

FOR

2. A PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

FOSL

34988V106

FOSSIL GROUP, INC.

5/25/2016

ANNUAL

FOR

YES

FOR

2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. PROPOSAL TO APPROVE THE FOSSIL GROUP, INC. 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

4. PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

XOXO

983772104

XO GROUP INC.

5/25/2016

ANNUAL

1. DIRECTOR: CHARLES BAKER, PETER SACHSE, MICHAEL ZEISSER

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF THE COMPANY’S 2016 EXECUTIVE INCENTIVE PLAN WITH RESPECT TO COVERED EMPLOYEES AND EXECUTIVE OFFICERS.

FOR

YES

FOR

5. AN AMENDMENT AND RESTATEMENT OF THE COMPANY’S 2009 EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

AVP

054303102

AVON PRODUCTS, INC.

5/26/2016

ANNUAL

1. DIRECTOR: W. DON CORNWELL, NANCY KILLEFER, SUSAN J. KROPF, HELEN MCCLUSKEY, SHERI MCCOY, CHARLES H. NOSKI, CATHY D. ROSS

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. APPROVAL OF 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

INS

45816D100

INTELLIGENT SYSTEMS CORPORATION

5/26/2016

ANNUAL

1. DIRECTOR: PHILIP H. MOISE

FOR

YES

FOR

2. APPROVAL BY A NON-BINDING ADVISORY VOTE OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

PARTNERS III OPPORTUNITY FUND

94904P872

57636Q104

MASTERCARD INCORPORATED

6/28/2016

ANNUAL

FOR

YES

FOR

2. ADVISORY APPROVAL OF MASTERCARD’S EXECUTIVE COMPENSATION

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR MASTERCARD FOR 2016

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

CTRX

148887102

CATAMARAN CORPORATION

7/14/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

PCP

740189105

PRECISION CASTPARTS CORP.

8/17/2015

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

FOR

YES

FOR

3. ADVISORY VOTE REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

LBRDA

530307107

LIBERTY BROADBAND - CL A

9/23/2015

SPECIAL

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

ORCL

68389X105

ORACLE CORPORATION

11/18/2015

ANNUAL

FOR

YES

FOR

2. RE-APPROVAL OF THE ORACLE CORPORATION EXECUTIVE BONUS PLAN.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

FOR

YES

FOR

4. RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING RENEWABLE ENERGY TARGETS.

AGAINST

YES

AGAINST

6. STOCKHOLDER PROPOSAL REGARDING PROXY ACCESS.

AGAINST

YES

AGAINST

7. STOCKHOLDER PROPOSAL REGARDING QUANTIFIABLE PERFORMANCE METRICS.

AGAINST

YES

AGAINST

8. STOCKHOLDER PROPOSAL REGARDING AMENDMENT OF THE GOVERNANCE GUIDELINES

AGAINST

YES

AGAINST

9. STOCKHOLDER PROPOSAL REGARDING VOTE TABULATION.

AGAINST

YES

AGAINST

10. STOCKHOLDER PROPOSAL REGARDING LOBBYING REPORT.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

PCP

740189105

PRECISION CASTPARTS CORP.

11/19/2015

SPECIAL

1. APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 8, 2015, BY AND AMONG BERKSHIRE HATHAWAY INC., NW MERGER SUB INC., AND PRECISION CASTPARTS CORP.

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

ICON

451055107

ICONIX BRAND GROUP, INC.

12/4/2015

ANNUAL

1. DIRECTOR: F. PETER CUNEO, BARRY EMANUEL, DREW COHEN, SUE GOVE, MARK FRIEDMAN, JAMES A. MARCUM

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF BDO USA, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2015.

FOR

YES

FOR

3. TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2015 EXECUTIVE INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

WSH

G96666105

WILLIS GROUP HOLDINGS LIMITED

12/11/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

TDG

893641100

TRANSDIGM GROUP INCORPORATED

3/2/2016

ANNUAL

1. DIRECTOR: WILLIAM DRIES, MERVIN DUNN, MICHAEL GRAFF, W. NICHOLAS HOWLEY, RAYMOND LAUBENTHAL, ROBERT SMALL

FOR

YES

FOR

2. TO APPROVE (IN AN ADVISORY VOTE) COMPENSATION PAID TO THE COMPANY’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

3. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

ADT

00101J106

THE ADT CORPORATION

3/15/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS ADT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

3. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF ADT’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

LMCA

531229102

LIBERTY MEDIA CORPORATION - CL A

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

LMCK

531229300

LIBERTY MEDIA CORPORATION - CL C

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

IILG

46113M108

INTERVAL LEISURE GROUP, INC.

4/20/2016

SPECIAL

FOR

YES

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

TXN

882508104

TEXAS INSTRUMENTS INCORPORATED

4/21/2016

ANNUAL

1. ELECTION OF DIRECTOR: R.W. BABB, JR., M.A. BLINN, D.A. CARP, J.F. CLARK, C.S. COX, R. KIRK, P.H. PATSLEY, R.E. SANCHEZ, W.R. SANDERS, R.K. TEMPLETON, C.T. WHITMAN

FOR

YES

FOR

2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. BOARD PROPOSAL TO APPROVE AMENDMENTS TO THE TEXAS INSTRUMENTS 2009 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

FLIR

302445101

FLIR SYSTEMS, INC.

4/22/2016

ANNUAL

FOR

YES

FOR

YES

FOR

3. THE AMENDMENT NO. 1 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

4. THE AMENDMENT NO. 2 TO THE COMPANY’S SECOND RESTATED ARTICLES ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

5. THE SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS, AS INCLUDED IN THE PROXY STATEMENT.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

WFC

949746101

WELLS FARGO & COMPANY

4/26/2016

ANNUAL

FOR

YES

FOR

2. VOTE ON AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. ADOPT A POLICY TO REQUIRE AN INDEPENDENT CHAIRMAN.

AGAINST

YES

AGAINST

5. PROVIDE A REPORT ON THE COMPANY’S LOBBYING POLICIES AND PRACTICES.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

BRK/B

084670702

BERKSHIRE HATHAWAY, INC. (B)

4/30/2016

ANNUAL

FOR

YES

FOR

2. SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

BRO

115236101

BROWN & BROWN, INC.

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS BROWN & BROWN, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO REAPPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN PURSUANT TO INTERNAL REVENUE CODE SECTION 162(M).

FOR

YES

FOR

5. TO APPROVE AN AMENDMENT TO BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE UNDER THE PLAN.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

ESRX

30219G108

EXPRESS SCRIPTS HOLDING COMPANY

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AND RATIFY THE EXPRESS SCRIPTS HOLDING COMPANY 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

FOR

6. STOCKHOLDER PROPOSAL REGARDING POLITICAL ACTIVITIES DISCLOSURE.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

AGN

G0177J108

ALLERGAN PLC

5/5/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

YES

FOR

4A. TO APPROVE THE AMENDMENT OF THE COMPANY’S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

4B. TO APPROVE THE AMENDMENT OF THE COMPANY’S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

5A. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: PROVIDE FOR A PLURALITY VOTING STANDARD IN THE EVENT OF A CONTESTED ELECTION

FOR

YES

FOR

5B. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: GRANT THE BOARD OF DIRECTORS SOLE AUTHORITY TO DETERMINE ITS SIZE

FOR

YES

FOR

6. TO APPROVE THE REDUCTION OF COMPANY CAPITAL

FOR

YES

FOR

7. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN ANNUAL REPORT ON LOBBYING ACTIVITIES, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

8. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

50540R409

LABORATORY CORPORATION OF AMERICA HOLDINGS

5/11/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE COMPANY’S 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2016 EMPLOYEE STOCK PURCHASE PLAN.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

6. SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

ALSN

01973R101

ALLISON TRANSMISSION HOLDINGS, INC.

5/12/2016

ANNUAL

1A. ELECTION OF DIRECTOR: DAVID F. DENISON TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1B. ELECTION OF DIRECTOR: DAVID C. EVERITT TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1C. ELECTION OF DIRECTOR: JAMES A. STAR TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. AN ADVISORY NON-BINDING VOTE TO APPROVE THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT TO OUR SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO DECLASSIFY OUR BOARD AND TO PROVIDE FOR ANNUAL ELECTION OF ALL DIRECTORS.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

CFX

194014106

COLFAX CORPORATION

5/13/2016

ANNUAL

1. ELECTION OF DIRECTOR: MITCHELL P. RALES, MATTHEW L. TREROTOLA, PATRICK W. ALLENDER, THOMAS S. GAYNER, RHONDA L. JORDAN, SAN W. ORR, III, A. CLAYTON PERFALL, RAJIV VINNAKOTA

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS COLFAX CORPORATION’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. APPROVAL OF THE COLFAX CORPORATION 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

MSI

620076307

MOTOROLA SOLUTIONS INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: GREGORY Q. BROWN, KENNETH C. DAHLBERG, EGON P. DURBAN, MICHAEL V. HAYDEN, CLAYTON M. JONES, JUDY C. LEWENT, GREGORY K. MONDRE, ANNE R. PRAMAGGIORE, SAMUEL C. SCOTT, III

FOR

YES

FOR

2. ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. STOCKHOLDER PROPOSAL RE: LOBBYING DISCLOSURE.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

DISCA

25470F104

DISCOVERY COMMUNICATIONS, INC.

5/19/2016

ANNUAL

1. DIRECTOR: PAUL A. GOULD, M. LAVOY ROBISON

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS DISCOVERY COMMUNICATIONS, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. A STOCKHOLDER PROPOSAL REQUESTING THE BOARD OF DIRECTORS TO REPORT ON PLANS TO INCREASE DIVERSE REPRESENTATION ON THE BOARD.

AGAINST

YES

AGAINST

4. A STOCKHOLDER PROPOSAL REQUESTING THE COMPENSATION COMMITTEE TO REPORT ON THE FEASIBILITY OF INTEGRATING SUSTAINABILITY METRICS INTO SENIOR EXECUTIVE PERFORMANCE MEASURES.

AGAINST

YES

AGAINST

PARTNERS VALUE FUND

94904P609

PXD

723787107

PIONEER NATURAL RESOURCES COMPANY

5/19/2016

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

4. APPROVAL OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

FOR

YES

FOR

5. APPROVAL OF THE MATERIAL TERMS OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN TO COMPLY WITH THE STOCKHOLDER APPROVAL REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL REVENUE CODE

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

LBRDA

530307107

LIBERTY BROADBAND - CL A

5/25/2016

ANNUAL

1. DIRECTOR: GREGORY B. MAFFEI, RICHARD R. GREEN

FOR

YES

FOR

2. A PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

FOSL

34988V106

FOSSIL GROUP, INC.

5/25/2016

ANNUAL

FOR

YES

FOR

2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. PROPOSAL TO APPROVE THE FOSSIL GROUP, INC. 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

4. PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

XOXO

983772104

XO GROUP INC.

5/25/2016

ANNUAL

1. DIRECTOR: CHARLES BAKER, PETER SACHSE, MICHAEL ZEISSER

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF THE COMPANY’S 2016 EXECUTIVE INCENTIVE PLAN WITH RESPECT TO COVERED EMPLOYEES AND EXECUTIVE OFFICERS.

FOR

YES

FOR

5. AN AMENDMENT AND RESTATEMENT OF THE COMPANY’S 2009 EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

AVP

054303102

AVON PRODUCTS, INC.

5/26/2016

ANNUAL

1. DIRECTOR: W. DON CORNWELL, NANCY KILLEFER, SUSAN J. KROPF, HELEN MCCLUSKEY, SHERI MCCOY, CHARLES H. NOSKI, CATHY D. ROSS

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. APPROVAL OF 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

ENDP

G30401106

ENDO INTERNATIONAL PLC

6/9/2016

ANNUAL

1. ELECTION OF DIRECTOR: ROGER H. KIMMEL, RAJIV DE SILVA, SHANE M. COOKE, ARTHUR J. HIGGINS, NANCY J. HUTSON, PH.D., MICHAEL HYATT, WILLIAM P. MONTAGUE, JILL D. SMITH, WILLIAM F. SPENGLER, DOUGLAS S. INGRAM, TODD SISITSKY

FOR

YES

FOR

2. TO APPROVE THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2016 AND TO AUTHORIZE THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO DETERMINE THE AUDITORS’ REMUNERATION.

FOR

YES

FOR

3. TO APPROVE, BY ADVISORY VOTE, NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE AMENDMENT OF THE COMPANY’S MEMORANDUM OF ASSOCIATION.

FOR

YES

FOR

5. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION.

FOR

YES

FOR

6. TO APPROVE THE AMENDMENT OF THE COMPANY’S 2015 STOCK INCENTIVE PLAN.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

WLTW

G96629103

WILLIS TOWERS WATSON PUBLIC LIMITED CO

6/10/2016

ANNUAL

FOR

YES

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

YES

FOR

YES

FOR

6. TO RENEW THE BOARD’S AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

FOR

YES

FOR

7. TO RENEW THE BOARD’S AUTHORITY TO OPT OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

AON

G0408V102

AON PLC

6/24/2016

ANNUAL

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE THE DIRECTORS’ REMUNERATION REPORT.

FOR

YES

FOR

4. RECEIPT OF AON’S ANNUAL REPORT AND ACCOUNTS, TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS, FOR THE YEAR ENDED DECEMBER 31, 2015.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS AON’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

6. RE-APPOINTMENT OF ERNST & YOUNG LLP AS AON’S U.K. STATUTORY AUDITOR UNDER THE COMPANIES ACT 2006.

FOR

YES

FOR

7. AUTHORIZATION OF THE BOARD OF DIRECTORS TO DETERMINE THE REMUNERATION OF AON’S U.K. STATUTORY AUDITOR.

FOR

YES

FOR

8. APPROVAL OF FORMS OF SHARE REPURCHASE CONTRACTS AND REPURCHASE COUNTERPARTIES.

FOR

YES

FOR

9. AUTHORIZE THE BOARD OF DIRECTORS TO EXERCISE ALL POWERS OF AON TO ALLOT SHARES.

FOR

YES

FOR

10. AUTHORIZE THE BOARD OF DIRECTORS TO ALLOT EQUITY SECURITIES FOR CASH WITHOUT RIGHTS OF PREEMPTION.

FOR

YES

FOR

11. AUTHORIZE AON AND ITS SUBSIDIARIES TO MAKE POLITICAL DONATIONS OR EXPENDITURES.

FOR

YES

FOR

PARTNERS VALUE FUND

94904P609

57636Q104

MASTERCARD INCORPORATED

6/28/2016

ANNUAL

FOR

YES

FOR

2. ADVISORY APPROVAL OF MASTERCARD’S EXECUTIVE COMPENSATION

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR MASTERCARD FOR 2016

FOR

YES

FOR

RESEARCH FUND

94904P880

CTRX

148887102

CATAMARAN CORPORATION

7/14/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

RESEARCH FUND

94904P880

FOX

90130A200

TWENTY-FIRST CENTURY FOX, INC. - CL B

11/12/2015

ANNUAL

1. ELECTION OF DIRECTOR: K. RUPERT MURDOCH, LACHLAN K. MURDOCH, DELPHINE ARNAULT, JAMES W. BREYER, CHASE CAREY, DAVID F. DEVOE, VIET DINH, SIR RODERICK I. EDDINGTON, JAMES R. MURDOCH, JACQUES NASSER, ROBERT S. SILBERMAN, TIDJANE THIAM, JEFFREY W. UBBEN

FOR

YES

FOR

2. PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30, 2016.

FOR

YES

FOR

3. ADVISORY VOTE ON EXECUTIVE COMPENSATION

FOR

YES

FOR

4. CITIZENSHIP CERTIFICATION-PLEASE MARK “YES” IF THE STOCK IS OWNED OF RECORD OR BENEFICIALLY BY A U.S. STOCKHOLDER OR MARK “NO” IF SUCH STOCK IS OWNED OF RECORD OR BENEFICIALLY BY A NON-U.S. STOCKHOLDER. (PLEASE REFER TO APPENDIX B OF THE PROXY STATEMENT FOR ADDITIONAL GUIDANCE.) IF YOU DO NOT PROVIDE A RESPONSE TO THIS ITEM 4 YOU WILL BE DEEMED TO BE A NON-U.S. STOCKHOLDER AND THE SHARES WILL BE SUBJECT TO THE SUSPENSION OF VOTING RIGHTS.

NONE

YES

RESEARCH FUND

94904P880

ICON

451055107

ICONIX BRAND GROUP, INC.

12/4/2015

ANNUAL

1. DIRECTOR: F. PETER CUNEO, BARRY EMANUEL, DREW COHEN, SUE GOVE, MARK FRIEDMAN, JAMES A. MARCUM

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF BDO USA, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2015.

FOR

YES

FOR

3. TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2015 EXECUTIVE INCENTIVE PLAN.

FOR

YES

FOR

RESEARCH FUND

94904P880

CMCSK

20030N200

COMCAST CORPORATION - SPECIAL CL A

12/10/2015

SPECIAL

1. VOTE ON A PROPOSAL TO AMEND AND RESTATE OUR AMENDED AND RESTATED ARTICLES OF INCORPORATION AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT, AND IN CONNECTION THEREWITH, TO RECLASSIFY EACH ISSUED SHARE OF OUR CLASS A SPECIAL COMMON STOCK INTO ONE SHARE OF CLASS A COMMON STOCK

FOR

YES

FOR

RESEARCH FUND

94904P880

MON

61166W101

MONSANTO COMPANY

1/29/2016

Annual

FOR

YES

FOR

2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2016.

FOR

YES

FOR

3. ADVISORY (NON-BINDING) VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF CODE SECTION 162(M) ANNUAL INCENTIVE PLAN.

FOR

YES

FOR

5. SHAREOWNER PROPOSAL: GLYPHOSATE REPORT.

AGAINST

YES

AGAINST

6. SHAREOWNER PROPOSAL: LOBBYING REPORT.

AGAINST

YES

AGAINST

7. SHAREOWNER PROPOSAL: INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

ADT

00101J106

THE ADT CORPORATION

3/15/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS ADT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

3. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF ADT’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

RESEARCH FUND

94904P880

LMCK

531229300

LIBERTY MEDIA CORPORATION - CL C

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

RESEARCH FUND

94904P880

IILG

46113M108

INTERVAL LEISURE GROUP, INC.

4/20/2016

SPECIAL

FOR

YES

FOR

YES

FOR

RESEARCH FUND

94904P880

MRC

55345K103

MRC GLOBAL INC

4/28/2016

ANNUAL

1. DIRECTOR: ANDREW R. LANE, LEONARD M. ANTHONY, RHYS J. BEST, BARBARA J. DUGANIER, CRAIG KETCHUM, GERARD P. KRANS, CORNELIS A. LINSE, JOHN A. PERKINS, H.B. WEHRLE, III, ROBERT L. WOOD

FOR

YES

FOR

2. APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPANY’S NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

3. RATIFICATION OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

RESEARCH FUND

94904P880

NCMI

635309107

NATIONAL CINEMEDIA, INC.

4/29/2016

ANNUAL

1. DIRECTOR: PETER B. BRANDOW, LEE ROY MITCHELL, CRAIG R. RAMSEY

FOR

YES

FOR

2. TO APPROVE, ON AN ADVISORY BASIS, NATIONAL CINEMEDIA, INC.’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE NATIONAL CINEMEDIA, INC. 2016 EQUITY INCENTIVE PLAN.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS NATIONAL CINEMEDIA, INC.’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR ENDING DECEMBER 29, 2016.

FOR

YES

FOR

RESEARCH FUND

94904P880

BRK/B

084670702

BERKSHIRE HATHAWAY, INC. (B)

4/30/2016

ANNUAL

FOR

YES

FOR

2. SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

BRO

115236101

BROWN & BROWN, INC.

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS BROWN & BROWN, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO REAPPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN PURSUANT TO INTERNAL REVENUE CODE SECTION 162(M).

FOR

YES

FOR

5. TO APPROVE AN AMENDMENT TO BROWN & BROWN, INC.’S 2010 STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE UNDER THE PLAN.

FOR

YES

FOR

RESEARCH FUND

94904P880

ESRX

30219G108

EXPRESS SCRIPTS HOLDING COMPANY

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AND RATIFY THE EXPRESS SCRIPTS HOLDING COMPANY 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

FOR

6. STOCKHOLDER PROPOSAL REGARDING POLITICAL ACTIVITIES DISCLOSURE.

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

AGN

G0177J108

ALLERGAN PLC

5/5/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

YES

FOR

4A. TO APPROVE THE AMENDMENT OF THE COMPANY’S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

4B. TO APPROVE THE AMENDMENT OF THE COMPANY’S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

5A. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: PROVIDE FOR A PLURALITY VOTING STANDARD IN THE EVENT OF A CONTESTED ELECTION

FOR

YES

FOR

5B. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: GRANT THE BOARD OF DIRECTORS SOLE AUTHORITY TO DETERMINE ITS SIZE

FOR

YES

FOR

6. TO APPROVE THE REDUCTION OF COMPANY CAPITAL

FOR

YES

FOR

7. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN ANNUAL REPORT ON LOBBYING ACTIVITIES, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

8. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

ALSN

01973R101

ALLISON TRANSMISSION HOLDINGS, INC.

5/12/2016

ANNUAL

1A. ELECTION OF DIRECTOR: DAVID F. DENISON TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1B. ELECTION OF DIRECTOR: DAVID C. EVERITT TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

1C. ELECTION OF DIRECTOR: JAMES A. STAR TO SERVE UNTIL 2017 ANNUAL MEETING IS PROPOSAL 4 IS APPROVED OR ELSE UNTIL 2019 ANNUAL MEETING IF NOT APPROVED.

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. AN ADVISORY NON-BINDING VOTE TO APPROVE THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT TO OUR SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO DECLASSIFY OUR BOARD AND TO PROVIDE FOR ANNUAL ELECTION OF ALL DIRECTORS.

FOR

YES

FOR

RESEARCH FUND

94904P880

CFX

194014106

COLFAX CORPORATION

5/13/2016

ANNUAL

1. ELECTION OF DIRECTOR: MITCHELL P. RALES, MATTHEW L. TREROTOLA, PATRICK W. ALLENDER, THOMAS S. GAYNER, RHONDA L. JORDAN, SAN W. ORR, III, A. CLAYTON PERFALL, RAJIV VINNAKOTA

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS COLFAX CORPORATION’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. APPROVAL OF THE COLFAX CORPORATION 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

RESEARCH FUND

94904P880

MSI

620076307

MOTOROLA SOLUTIONS INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: GREGORY Q. BROWN, KENNETH C. DAHLBERG, EGON P. DURBAN, MICHAEL V. HAYDEN, CLAYTON M. JONES, JUDY C. LEWENT, GREGORY K. MONDRE, ANNE R. PRAMAGGIORE, SAMUEL C. SCOTT, III

FOR

YES

FOR

2. ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. STOCKHOLDER PROPOSAL RE: LOBBYING DISCLOSURE.

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

RESEARCH FUND

94904P880

AMZN

023135106

AMAZON.COM, INC.

5/17/2016

ANNUAL

1. ELECTION OF DIRECTOR: JEFFREY P. BEZOS, TOM A. ALBERG, JOHN SEELY BROWN, WILLIAM B. GORDON, JAMIE S. GORELICK, JUDITH A. MCGRATH, JONATHAN J. RUBINSTEIN, THOMAS O. RYDER, PATRICIA Q. STONESIFER, WENDELL P. WEEKS

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS

FOR

YES

FOR

3. SHAREHOLDER PROPOSAL REGARDING SUSTAINABILITY REPORTING

AGAINST

YES

AGAINST

4. SHAREHOLDER PROPOSAL REGARDING A REPORT CONCERNING HUMAN RIGHTS

AGAINST

YES

AGAINST

5. SHAREHOLDER PROPOSAL REGARDING A REPORT CONCERNING CORPORATE POLITICAL CONTRIBUTIONS

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

CMCSA

20030N101

COMCAST CORPORATION - CL A

5/19/2016

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF OUR INDEPENDENT AUDITORS

FOR

YES

FOR

3. APPROVAL OF OUR AMENDED AND RESTATED 2002 RESTRICTED STOCK PLAN

FOR

YES

FOR

4. APPROVAL OF OUR AMENDED AND RESTATED 2003 STOCK OPTION PLAN

FOR

YES

FOR

5. APPROVAL OF THE AMENDED AND RESTATED COMCAST CORPORATION 2002 EMPLOYEE STOCK PURCHASE PLAN

FOR

YES

FOR

6. APPROVAL OF THE AMENDED AND RESTATED COMCAST- NBCUNIVERSAL 2011 EMPLOYEE STOCK PURCHASE PLAN

FOR

YES

FOR

7. TO PROVIDE A LOBBYING REPORT

AGAINST

YES

AGAINST

8. TO PROHIBIT ACCELERATED VESTING OF STOCK UPON A CHANGE IN CONTROL

AGAINST

YES

AGAINST

9. TO REQUIRE AN INDEPENDENT BOARD CHAIRMAN

AGAINST

YES

AGAINST

10. TO STOP 100-TO-ONE VOTING POWER

AGAINST

YES

AGAINST

RESEARCH FUND

94904P880

PXD

723787107

PIONEER NATURAL RESOURCES COMPANY

5/19/2016

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

4. APPROVAL OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

FOR

YES

FOR

5. APPROVAL OF THE MATERIAL TERMS OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN TO COMPLY WITH THE STOCKHOLDER APPROVAL REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL REVENUE CODE

FOR

YES

FOR

RESEARCH FUND

94904P880

FOSL

34988V106

FOSSIL GROUP, INC.

5/25/2016

ANNUAL

FOR

YES

FOR

2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. PROPOSAL TO APPROVE THE FOSSIL GROUP, INC. 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

4. PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

RESEARCH FUND

94904P880

XOXO

983772104

XO GROUP INC.

5/25/2016

ANNUAL

1. DIRECTOR: CHARLES BAKER, PETER SACHSE, MICHAEL ZEISSER

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF THE COMPANY’S 2016 EXECUTIVE INCENTIVE PLAN WITH RESPECT TO COVERED EMPLOYEES AND EXECUTIVE OFFICERS.

FOR

YES

FOR

5. AN AMENDMENT AND RESTATEMENT OF THE COMPANY’S 2009 EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES.

FOR

YES

FOR

RESEARCH FUND

94904P880

AVP

054303102

AVON PRODUCTS, INC.

5/26/2016

ANNUAL

1. DIRECTOR: W. DON CORNWELL, NANCY KILLEFER, SUSAN J. KROPF, HELEN MCCLUSKEY, SHERI MCCOY, CHARLES H. NOSKI, CATHY D. ROSS

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. APPROVAL OF 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

RESEARCH FUND

94904P880

SUM

86614U100

SUMMIT MATERIALS, INC.

5/26/2016

ANNUAL

1. DIRECTOR: THOMAS W. HILL, NEIL P. SIMPKINS

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT AUDITORS FOR 2016.

FOR

YES

FOR

3. NONBINDING ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS FOR 2015.

FOR

YES

FOR

4. NONBINDING ADVISORY VOTE ON THE FREQUENCY OF FUTURE NONBINDING ADVISORY VOTES ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

1 YEAR

YES

1 YEAR

SHORT-INTERMEDIATE INCOME FUND

94904P864

NCMI

635309107

NATIONAL CINEMEDIA, INC.

4/29/2016

ANNUAL

1. DIRECTOR: PETER B. BRANDOW, LEE ROY MITCHELL, CRAIG R. RAMSEY

FOR

YES

FOR

2. TO APPROVE, ON AN ADVISORY BASIS, NATIONAL CINEMEDIA, INC.’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE NATIONAL CINEMEDIA, INC. 2016 EQUITY INCENTIVE PLAN.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS NATIONAL CINEMEDIA, INC.’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR ENDING DECEMBER 29, 2016.

FOR

YES

FOR

SHORT-INTERMEDIATE INCOME FUND

94904P864

RWT

758075402

REDWOOD TRUST, INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: RICHARD D. BAUM, DOUGLAS B. HANSEN, MARIANN BYERWALTER, DEBORA D. HORVATH, MARTY HUGHES, GREG H. KUBICEK, KAREN R. PALLOTTA, JEFFREY T. PERO, GEORGANNE C. PROCTOR

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

3. NON-BINDING ADVISORY RESOLUTION TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

SHORT-INTERMEDIATE INCOME FUND

94904P864

EQC

294628102

EQUITY COMMONWEALTH

6/15/2016

ANNUAL

1. DIRECTOR: SAM ZELL, JAMES S. CORL, MARTIN L. EDELMAN, EDWARD A. GLICKMAN, DAVID HELFAND, PETER LINNEMAN, JAMES L. LOZIER, JR., MARY JANE ROBERTSON, KENNETH SHEA, GERALD A. SPECTOR, JAMES A. STAR

FOR

YES

FOR

2. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

VALUE FUND

94904P203

CTRX

148887102

CATAMARAN CORPORATION

7/14/2015

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

VALUE FUND

94904P203

PCP

740189105

PRECISION CASTPARTS CORP.

8/17/2015

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

FOR

YES

FOR

3. ADVISORY VOTE REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. SHAREHOLDER PROPOSAL REGARDING PROXY ACCESS

AGAINST

YES

AGAINST

VALUE FUND

94904P203

DEO

25243Q205

DIAGEO PLC

9/23/2015

ANNUAL

1. REPORT AND ACCOUNTS 2015.

FOR

YES

FOR

2. DIRECTORS’ REMUNERATION REPORT 2015.

FOR

YES

FOR

3. DECLARATION OF FINAL DIVIDEND.

FOR

YES

FOR

4. RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

5. RE-ELECTION OF LORD DAVIES AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

6. RE-ELECTION OF HO KWONPING AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

7. RE-ELECTION OF BD HOLDEN AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

8. RE-ELECTION OF DR FB HUMER AS A DIRECTOR. (NOMINATION COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

9. RE-ELECTION OF D MAHLAN AS A DIRECTOR. (EXECUTIVE COMMITTEE)

FOR

YES

FOR

10. RE-ELECTION OF NS MENDELSOHN AS A DIRECTOR. (AUDIT, NOMINATION & REMUNERATION COMMITTEE)

FOR

YES

FOR

11. RE-ELECTION OF I MENEZES AS A DIRECTOR. (EXECUTIVE COMMITTEE(CHAIRMAN OF THE COMMITTEE))

FOR

YES

FOR

12. RE-ELECTION OF PG SCOTT AS A DIRECTOR. (AUDIT(CHAIRMAN OF THE COMMITTEE), NOMINATION, REMUNERATION COMMITTEE)

FOR

YES

FOR

13. RE-ELECTION OF AJH STEWART AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION COMMITTEE)

FOR

YES

FOR

14. APPOINTMENT OF AUDITOR.

FOR

YES

FOR

15. REMUNERATION OF AUDITOR.

FOR

YES

FOR

16. AUTHORITY TO ALLOT SHARES.

FOR

YES

FOR

17. DISAPPLICATION OF PRE-EMPTION RIGHTS.

FOR

YES

FOR

18. AUTHORITY TO PURCHASE OWN ORDINARY SHARES.

FOR

YES

FOR

19. AUTHORITY TO MAKE POLITICAL DONATIONS AND/OR TO INCUR POLITICAL EXPENDITURE IN THE EU.

FOR

YES

FOR

VALUE FUND

94904P203

FOX

90130A200

TWENTY-FIRST CENTURY FOX, INC. - CL B

11/12/2015

ANNUAL

FOR

YES

FOR

2. PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30, 2016.

FOR

YES

FOR

3. ADVISORY VOTE ON EXECUTIVE COMPENSATION

FOR

YES

FOR

NONE

YES

VALUE FUND

94904P203

ORCL

68389X105

ORACLE CORPORATION

11/18/2015

ANNUAL

FOR

YES

FOR

2. RE-APPROVAL OF THE ORACLE CORPORATION EXECUTIVE BONUS PLAN.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

FOR

YES

FOR

4. RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING RENEWABLE ENERGY TARGETS.

AGAINST

YES

AGAINST

6. STOCKHOLDER PROPOSAL REGARDING PROXY ACCESS.

AGAINST

YES

AGAINST

7. STOCKHOLDER PROPOSAL REGARDING QUANTIFIABLE PERFORMANCE METRICS.

AGAINST

YES

AGAINST

8. STOCKHOLDER PROPOSAL REGARDING AMENDMENT OF THE GOVERNANCE GUIDELINES

AGAINST

YES

AGAINST

9. STOCKHOLDER PROPOSAL REGARDING VOTE TABULATION.

AGAINST

YES

AGAINST

10. STOCKHOLDER PROPOSAL REGARDING LOBBYING REPORT.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

PCP

740189105

PRECISION CASTPARTS CORP.

11/19/2015

SPECIAL

1. APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 8, 2015, BY AND AMONG BERKSHIRE HATHAWAY INC., NW MERGER SUB INC., AND PRECISION CASTPARTS CORP.

FOR

YES

FOR

YES

FOR

VALUE FUND

94904P203

MON

61166W101

MONSANTO COMPANY

1/29/2016

Annual

FOR

YES

FOR

2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2016.

FOR

YES

FOR

3. ADVISORY (NON-BINDING) VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. APPROVAL OF CODE SECTION 162(M) ANNUAL INCENTIVE PLAN.

FOR

YES

FOR

5. SHAREOWNER PROPOSAL: GLYPHOSATE REPORT.

AGAINST

YES

AGAINST

6. SHAREOWNER PROPOSAL: LOBBYING REPORT.

AGAINST

YES

AGAINST

7. SHAREOWNER PROPOSAL: INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

ACN

G1151C101

ACCENTURE PLC

2/3/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

YES

FOR

4. TO APPROVE AN AMENDMENT TO THE ACCENTURE PLC 2010 EMPLOYEE SHARE PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE AND MAKE OTHER AMENDMENTS.

FOR

YES

FOR

YES

FOR

6. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO IMPLEMENT “PROXY ACCESS”.

FOR

YES

FOR

7A. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO ENHANCE THE ADVANCE NOTICE PROVISIONS AND MAKE CERTAIN ADMINISTRATIVE AMENDMENTS.

FOR

YES

FOR

7B. TO AMEND THE COMPANY’S MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS.

FOR

YES

FOR

8A. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO PROVIDE FOR PLURALITY VOTING IN THE EVENT OF A CONTESTED ELECTION.

FOR

YES

FOR

8B. TO AMEND THE COMPANY’S ARTICLES OF ASSOCIATION TO GRANT THE BOARD SOLE AUTHORITY TO DETERMINE ITS SIZE.

FOR

YES

FOR

9. TO GRANT THE BOARD OF DIRECTORS THE AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

FOR

YES

FOR

10. TO GRANT THE BOARD OF DIRECTORS THE AUTHORITY TO OPT-OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

FOR

YES

FOR

11. TO AUTHORIZE ACCENTURE AND ITS SUBSIDIARIES TO MAKE OPEN-MARKET PURCHASES OF ACCENTURE CLASS A ORDINARY SHARES UNDER IRISH LAW.

FOR

YES

FOR

12. TO DETERMINE THE PRICE RANGE AT WHICH ACCENTURE CAN RE-ALLOT SHARES THAT IT ACQUIRES AS TREASURY SHARES UNDER IRISH LAW.

FOR

YES

FOR

VALUE FUND

94904P203

TDG

893641100

TRANSDIGM GROUP INCORPORATED

3/2/2016

ANNUAL

1. DIRECTOR: WILLIAM DRIES, MERVIN DUNN, MICHAEL GRAFF, W. NICHOLAS HOWLEY, RAYMOND LAUBENTHAL, ROBERT SMALL

FOR

YES

FOR

2. TO APPROVE (IN AN ADVISORY VOTE) COMPENSATION PAID TO THE COMPANY’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

3. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2016

FOR

YES

FOR

VALUE FUND

94904P203

LMCK

531229300

LIBERTY MEDIA CORPORATION - CL C

4/11/2016

SPECIAL

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

YES

FOR

VALUE FUND

94904P203

74005P104

PRAXAIR, INC.

4/26/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF THE INDEPENDENT AUDITOR

FOR

YES

FOR

3. TO APPROVE, ON AN ADVISORY AND NON-BINDING BASIS, THE COMPENSATION OF PRAXAIR’S NAMED EXECUTIVE OFFICERS

FOR

YES

FOR

4. TO APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS UNDER PRAXAIR’S SECTION 162(M) PLAN

FOR

YES

FOR

5. SHAREHOLDER PROPOSAL REGARDING DIVIDENDS AND SHARE REPURCHASES

AGAINST

YES

AGAINST

VALUE FUND

94904P203

WFC

949746101

WELLS FARGO & COMPANY

4/26/2016

ANNUAL

FOR

YES

FOR

2. VOTE ON AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. ADOPT A POLICY TO REQUIRE AN INDEPENDENT CHAIRMAN.

AGAINST

YES

AGAINST

5. PROVIDE A REPORT ON THE COMPANY’S LOBBYING POLICIES AND PRACTICES.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

EOG

26875P101

EOG RESOURCES, INC.

4/26/2016

ANNUAL

1. ELECTION OF DIRECTOR: JANET F. CLARK, CHARLES R. CRISP, JAMES C. DAY, H. LEIGHTON STEWARD, DONALD F. TEXTOR, WILLIAM R. THOMAS, FRANK G. WISNER

FOR

YES

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

FOR

YES

FOR

VALUE FUND

94904P203

BRK/B

084670702

BERKSHIRE HATHAWAY, INC. (B)

4/30/2016

ANNUAL

FOR

YES

FOR

2. SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

ESRX

30219G108

EXPRESS SCRIPTS HOLDING COMPANY

5/4/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2016.

FOR

YES

FOR

3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. TO APPROVE AND RATIFY THE EXPRESS SCRIPTS HOLDING COMPANY 2016 LONG-TERM INCENTIVE PLAN.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

FOR

6. STOCKHOLDER PROPOSAL REGARDING POLITICAL ACTIVITIES DISCLOSURE.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

UPS

911312106

UNITED PARCEL SERVICE, INC.

5/5/2016

ANNUAL

FOR

YES

FOR

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS UPS’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. SHAREOWNER PROPOSAL TO PREPARE AN ANNUAL REPORT ON LOBBYING ACTIVITIES.

AGAINST

YES

AGAINST

4. SHAREOWNER PROPOSAL TO REDUCE THE VOTING POWER OF CLASS A STOCK FROM 10 VOTES PER SHARE TO ONE VOTE PER SHARE.

AGAINST

YES

AGAINST

5. SHAREOWNER PROPOSAL TO ADOPT HOLY LAND PRINCIPLES.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

AGN

G0177J108

ALLERGAN PLC

5/5/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, IN A NON-BINDING VOTE, NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

YES

FOR

4A. TO APPROVE THE AMENDMENT OF THE COMPANY’S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

4B. TO APPROVE THE AMENDMENT OF THE COMPANY’S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

FOR

YES

FOR

5A. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: PROVIDE FOR A PLURALITY VOTING STANDARD IN THE EVENT OF A CONTESTED ELECTION

FOR

YES

FOR

5B. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION IN ORDER TO: GRANT THE BOARD OF DIRECTORS SOLE AUTHORITY TO DETERMINE ITS SIZE

FOR

YES

FOR

6. TO APPROVE THE REDUCTION OF COMPANY CAPITAL

FOR

YES

FOR

7. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN ANNUAL REPORT ON LOBBYING ACTIVITIES, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

8. TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE MEETING

AGAINST

YES

AGAINST

VALUE FUND

94904P203

50540R409

LABORATORY CORPORATION OF AMERICA HOLDINGS

5/11/2016

ANNUAL

FOR

YES

FOR

2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. TO APPROVE THE COMPANY’S 2016 OMNIBUS INCENTIVE PLAN.

FOR

YES

FOR

4. TO APPROVE THE COMPANY’S 2016 EMPLOYEE STOCK PURCHASE PLAN.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

FOR

YES

FOR

6. SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

MSI

620076307

MOTOROLA SOLUTIONS INC.

5/16/2016

ANNUAL

1. ELECTION OF DIRECTOR: GREGORY Q. BROWN, KENNETH C. DAHLBERG, EGON P. DURBAN, MICHAEL V. HAYDEN, CLAYTON M. JONES, JUDY C. LEWENT, GREGORY K. MONDRE, ANNE R. PRAMAGGIORE, SAMUEL C. SCOTT, III

FOR

YES

FOR

2. ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

FOR

YES

FOR

4. STOCKHOLDER PROPOSAL RE: LOBBYING DISCLOSURE.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

RRC

75281A109

RANGE RESOURCES CORPORATION

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: BRENDA A. CLINE, ANTHONY V. DUB, ALLEN FINKELSON, JAMES M. FUNK, CHRISTOPHER A. HELMS, MARY RALPH LOWE, GREGORY G. MAXWELL, KEVIN S. MCCARTHY, JEFFREY L. VENTURA

FOR

YES

FOR

2. A PROPOSAL TO APPROVE THE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS.

FOR

YES

FOR

3. A PROPOSAL TO RATIFY THE TERMS OF THE COMPANY’S 2005 EQUITY PLAN TO UTILIZE PERFORMANCE BASED COMPENSATION.

FOR

YES

FOR

4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

5. STOCKHOLDER PROPOSAL - REQUESTING PUBLICATION OF A POLITICAL SPENDING REPORT.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

HAL

406216101

HALLIBURTON COMPANY

5/18/2016

ANNUAL

1. ELECTION OF DIRECTOR: A.F. AL KHAYYAL, A.M. BENNETT, J.R. BOYD, M. CARROLL, N.K. DICCIANI, M.S. GERBER, J.C. GRUBISICH, D.J. LESAR, R.A. MALONE, J.L. MARTIN, J.A. MILLER, D.L. REED

FOR

YES

FOR

2. PROPOSAL FOR RATIFICATION OF THE SELECTION OF AUDITORS.

FOR

YES

FOR

3. ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

VALUE FUND

94904P203

PXD

723787107

PIONEER NATURAL RESOURCES COMPANY

5/19/2016

ANNUAL

FOR

YES

FOR

2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION

FOR

YES

FOR

4. APPROVAL OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

FOR

YES

FOR

5. APPROVAL OF THE MATERIAL TERMS OF THE AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN TO COMPLY WITH THE STOCKHOLDER APPROVAL REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL REVENUE CODE

FOR

YES

FOR

VALUE FUND

94904P203

DISCA

25470F104

DISCOVERY COMMUNICATIONS, INC.

5/19/2016

ANNUAL

1. DIRECTOR: PAUL A. GOULD, M. LAVOY ROBISON

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS DISCOVERY COMMUNICATIONS, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

FOR

YES

FOR

3. A STOCKHOLDER PROPOSAL REQUESTING THE BOARD OF DIRECTORS TO REPORT ON PLANS TO INCREASE DIVERSE REPRESENTATION ON THE BOARD.

AGAINST

YES

AGAINST

4. A STOCKHOLDER PROPOSAL REQUESTING THE COMPENSATION COMMITTEE TO REPORT ON THE FEASIBILITY OF INTEGRATING SUSTAINABILITY METRICS INTO SENIOR EXECUTIVE PERFORMANCE MEASURES.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

OMC

681919106

OMNICOM GROUP INC.

5/24/2016

ANNUAL

1. ELECTION OF DIRECTOR: JOHN D. WREN, BRUCE CRAWFORD, ALAN R. BATKIN, MARY C. CHOKSI, ROBERT CHARLES CLARK, LEONARD S. COLEMAN, JR., SUSAN S. DENISON, MICHAEL A. HENNING, DEBORAH J. KISSIRE, JOHN R. MURPHY, JOHN R. PURCELL, LINDA JOHNSON RICE

FOR

YES

FOR

2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT AUDITORS FOR THE 2016 FISCAL YEAR.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE THE COMPANY’S EXECUTIVE COMPENSATION.

FOR

YES

FOR

4. SHAREHOLDER PROPOSAL REQUIRING ANNUAL DISCLOSURE OF EEO-1 DATA.

AGAINST

YES

AGAINST

5. SHAREHOLDER PROPOSAL REQUIRING AN INDEPENDENT BOARD CHAIRMAN.

AGAINST

YES

AGAINST

VALUE FUND

94904P203

ENDP

G30401106

ENDO INTERNATIONAL PLC

6/9/2016

ANNUAL

FOR

YES

FOR

YES

FOR

3. TO APPROVE, BY ADVISORY VOTE, NAMED EXECUTIVE OFFICER COMPENSATION.

FOR

YES

FOR

4. TO APPROVE THE AMENDMENT OF THE COMPANY’S MEMORANDUM OF ASSOCIATION.

FOR

YES

FOR

5. TO APPROVE THE AMENDMENT OF THE COMPANY’S ARTICLES OF ASSOCIATION.

FOR

YES

FOR

6. TO APPROVE THE AMENDMENT OF THE COMPANY’S 2015 STOCK INCENTIVE PLAN.

FOR

YES

FOR

VALUE FUND

94904P203

AON

G0408V102

AON PLC

6/24/2016

ANNUAL

FOR

YES

FOR

2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION.

FOR

YES

FOR

3. ADVISORY VOTE TO APPROVE THE DIRECTORS’ REMUNERATION REPORT.

FOR

YES

FOR

4. RECEIPT OF AON’S ANNUAL REPORT AND ACCOUNTS, TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS, FOR THE YEAR ENDED DECEMBER 31, 2015.

FOR

YES

FOR

5. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS AON’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

FOR

YES

FOR

6. RE-APPOINTMENT OF ERNST & YOUNG LLP AS AON’S U.K. STATUTORY AUDITOR UNDER THE COMPANIES ACT 2006.

FOR

YES

FOR

7. AUTHORIZATION OF THE BOARD OF DIRECTORS TO DETERMINE THE REMUNERATION OF AON’S U.K. STATUTORY AUDITOR.

FOR

YES

FOR

8. APPROVAL OF FORMS OF SHARE REPURCHASE CONTRACTS AND REPURCHASE COUNTERPARTIES.

FOR

YES

FOR

9. AUTHORIZE THE BOARD OF DIRECTORS TO EXERCISE ALL POWERS OF AON TO ALLOT SHARES.

FOR

YES

FOR

10. AUTHORIZE THE BOARD OF DIRECTORS TO ALLOT EQUITY SECURITIES FOR CASH WITHOUT RIGHTS OF PREEMPTION.

FOR

YES

FOR

11. AUTHORIZE AON AND ITS SUBSIDIARIES TO MAKE POLITICAL DONATIONS OR EXPENDITURES.

FOR

YES

FOR

VALUE FUND

94904P203

57636Q104

MASTERCARD INCORPORATED

6/28/2016

ANNUAL

FOR

YES

FOR

2. ADVISORY APPROVAL OF MASTERCARD’S EXECUTIVE COMPENSATION

FOR

YES

FOR

3. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR MASTERCARD FOR 2016

FOR

YES

FOR

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)		The Weitz Funds

By (Signature and Title)*			/s/ Wallace R. Weitz
			Wallace R. Weitz, President
Date	August 3, 2016

* Print the name and title of each signing officer under his or her signature.

Weitz Funds N-PXAnnual report of proxy voting record