UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21606
Tilson Investment Trust
(Exact name of registrant as specified in charter)
145 East 57th Street, 10th Floor, New York, New York 10022
(Address of principal executive offices) (Zip code)
A. Vason Hamrick
116 South Franklin Street, Post Office Box 69, Rocky Mount, North Carolina 27802
(Name and address of agent for service)
Registrant's telephone number, including area code: 252-972-9922
Date of fiscal year end: October 31
Date of reporting period: July 1, 2007 - June 30, 2008
Tilson Focus Fund Proxy voting Records
Item | | Proposals | Mgmt Rec | Fund Vote | Sponsor |
Issuer: | Sirva, Inc. | | | | |
CUSIP: | 82967Y104 | | | | |
Ticker: | SIRV | | | | |
Meeting Date: | 8/23/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Approval of conversion of Sirva's notes, related issuance of convertible preferred stock and related issues. | For | For | Management |
3 | | Approval of amended and restated omnibus incentive plan. | For | For | Management |
4 | | Ratify selection of Ernst & Young LLP as independent registered accounting firm. | For | For | Management |
| | | | | |
Issuer: | Premier Exhibitions, Inc. | | | | |
CUSIP: | 74051E102 | | | | |
Ticker: | PRXI | | | | |
Meeting Date: | 8/15/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Approve adoption of 2007 restricted stock plan. | For | For | Management |
| | | | | |
Issuer: | Celebrate Express, Inc. | | | | |
CUSIP: | 15100A104 | | | | |
Ticker: | BDAY | | | | |
Meeting Date: | 10/18/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify Grant Thornton as Registered Public Accountant | For | For | Management |
3 | | Declassify Board and establish annual director elections | For | For | Management |
4 | | Amend articles of incorporation to provide for amendment of bylaws by majority vote of shareholders | For | For | Management |
5 | | Amend articles to provide that directors can be removed by the shareholders without cause | For | For | Management |
6 | | Ratify company's shareholder rights plan. | Against | Against | Shareholder |
| | | | | |
Issuer: | Winn-Dixie Stores Inc. | | | | |
CUSIP: | 974280307 | | | | |
Ticker: | WINN | | | | |
Meeting Date: | 11/7/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Amendment to the Equity Incentive Plan | For | For | Management |
3 | | Ratify KPMG as Independent Registered Public Accounting firm. | For | For | Management |
| | | | | |
Issuer: | Costco Wholesale Corporation | | | | |
CUSIP: | 22160K105 | | | | |
Ticker: | COST | | | | |
Meeting Date: | 1/29/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Amendment to the second restated 2002 Stock Incentive Plan | For | For | Management |
3 | | Ratification of selection of Independent Auditors | For | For | Management |
| | | | | |
Issuer: | Borders Group, Inc. | | | | |
CUSIP: | 099709107 | | | | |
Ticker: | BGP | | | | |
Meeting Date: | 5/22/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify the selection of Ernst & Young LLP as the company's Independent Registered Public Accounting firm | For | For | Management |
3 | | Approve the issuance of shares of the company's common stock upon the exercise of warrants granted in connection with a financing transaction completed by the comany in April 2008. | For | For | Management |
4 | | Shareholder proposal entitled "Separate the Roles of CEO and Chairman" | Against | Against | Shareholder |
| | | | | |
Issuer: | Wal-Mart Stores | | | | |
CUSIP: | 931142103 | | | | |
Ticker: | WMT | | | | |
Meeting Date: | 6/6/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Approval of Management Incentive Plan, as amended and restarted | For | For | Management |
3 | | Ratification of Ernst & Young LLP as Independent Accountants | For | For | Management |
4 | | Amend Equal Employment Opportunity Policy | Against | Against | Shareholder |
5 | | Pay for superior performance | Against | Against | Shareholder |
6 | | Recoupmant of Senior Executive Compensation Policy | Against | Against | Shareholder |
7 | | Establish Human Rights Committee | Against | Against | Shareholder |
8 | | Advisory vote on Executive Compensation | Against | Against | Shareholder |
9 | | Political Contributions Report | Against | Against | Shareholder |
10 | | Social and Reputation impact report | Against | Against | Shareholder |
| | | | | |
Issuer: | Fairfax Financial Holdings Ltd. | | | | |
CUSIP: | 303901102 | | | | |
Ticker: | FFH | | | | |
Meeting Date: | 4/16/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Appointment of Auditors | For | For | Management |
| | | | | |
Issuer: | Barnes & Noble, Inc. | | | | |
CUSIP: | 067774109 | | | | |
Ticker: | BKS | | | | |
Meeting Date: | 6/3/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of BDO Seidman, LLP as Independent Certified Public Accountants | For | For | Management |
| | | | | |
Issuer: | EchoStar Corporation | | | | |
CUSIP: | 278768106 | | | | |
Ticker: | SATS | | | | |
Meeting Date: | 6/5/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify the appointment of KPMG LLP as Independent Registered Public Accounting firm for 2008 | For | For | Management |
| | | | | |
Issuer: | TravelCenters of America LLC | | | |
CUSIP: | 894174101 | | | | |
Ticker: | TA | | | | |
Meeting Date: | 6/13/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
| | | | | |
Issuer: | Whirlpool Corporation | | | | |
CUSIP: | 963320106 | | | | |
Ticker: | WHR | | | | |
Meeting Date: | 4/15/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Stockholder proposal to elect each Director annually | Against | Against | Shareholder |
3 | | Stockholder proposal to eliminate supermajority stockholder vote requirements | Against | Against | Shareholder |
| | | | | |
Issuer: | Berkshire Hathaway, Inc. Cl B | | | |
CUSIP: | 084670207 | | | | |
Ticker: | BRK B | | | | |
Meeting Date: | 5/3/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
| | | | | |
Issuer: | American Express | | | | |
CUSIP: | 025816109 | | | | |
Ticker: | AXP | | | | |
Meeting Date: | 4/28/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of PriceWaterhouseCoopers LLP as Independent Registered Public Accounting firm | For | For | Management |
3 | | Amend Certificate of Incorporation to require majority vote for the election of Directors in non-contested elections | For | For | Management |
4 | | Amend Certificate of Incorporation to eliminate statutory supermajority voting:Merger or Consolidation | For | For | Management |
5 | | Amend Certificate of Incorporation to eliminate statutory supermajority voting:Sale, Lease, Exchange or other disposition of all or substantial company assets | For | For | Management |
6 | | Amend Certificate of Incorporation to eliminate statutory supermajority voting:plan for the exchange of shares | For | For | Management |
7 | | Amend Certificate of Incorporation to eliminate statutory supermajority voting: authorization of dissolution | For | For | Management |
8 | | Shareholder proposal relating to cumulative voting for Directors. | Against | Against | Shareholder |
| | | | | |
Issuer: | Sears Canada, Inc. | | | | |
CUSIP: | 81234D109 | | | | |
Ticker: | SCC | | | | |
Meeting Date: | 4/24/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Appointment of Deloitte & Touche LLP as the Corporation's auditors | For | For | Management |
| | | | | |
Issuer: | Ambassador's International, Inc. | | | |
CUSIP: | 023178106 | | | | |
Ticker: | AMIE | | | | |
Meeting Date: | 5/13/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm | For | For | Management |
| | | | | |
Item | | Proposals | Mgmt Rec | Fund Vote | Sponsor |
Issuer: | Petmed Express, Inc. | | | | |
CUSIP: | 716382106 | | | | |
Ticker: | PETS | | | | |
Meeting Date: | 8/3/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of Goldstein, Golub & Kessler as Independent Public Accounting firm | For | For | Management |
| | | | | |
Issuer: | American Oriental Bioengineering Inc. | | | | |
CUSIP: | 028731107 | | | | |
Ticker: | AOB | | | | |
Meeting Date: | 12/3/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify Weinberg & Co. as Independent Auditor | For | For | Management |
3 | | Transact other business or adjournment or postponement | For | For | Management |
| | | | | |
Issuer: | Microsoft Corporation | | | | |
CUSIP: | 594918104 | | | | |
Ticker: | MSFT | | | | |
Meeting Date: | 11/13/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify Deloitte as Independent Auditor | For | For | Management |
3 | | Adoption of Policies in Internet Censorship | Against | Against | Shareholder |
4 | | Establish Board Committee on Human Rights | Against | Against | Shareholder |
| | | | | |
Issuer: | Collectors Universe | | | | |
CUSIP: | 19421R200 | | | | |
Ticker: | CLCT | | | | |
Meeting Date: | 12/5/2007 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify Grant Thornton as Registered Public Accountant | For | For | Management |
| | | | | |
Issuer: | Hennessy Advisors, Inc. | | | | |
CUSIP: | 425885100 | | | | |
Ticker: | HNNA | | | | |
Meeting Date: | 1/24/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
| | | | | |
Issuer: | LandAmerica Financial Group, Inc. | | | |
CUSIP: | 514936103 | | | | |
Ticker: | LFG | | | | |
Meeting Date: | 5/13/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify Ernst & Young LLP as the Company's Independent Registered Public Accounting firm | For | For | Management |
| | | | | |
Issuer: | Buffalo Wild Wings, Inc. | | | | |
CUSIP: | 119848109 | | | | |
Ticker: | BWLD | | | | |
Meeting Date: | 5/15/2008 | | | | |
| | | | | |
1 | | Set the number of Directors at seven | For | For | Management |
2 | | Election of Directors | For | For | Management |
3 | | Approve amendment and restatement of 2003 Equity Incentive Plan | For | For | Management |
4 | | Approve amendment to Articles of Incorporation to increase Common Stock | For | For | Management |
5 | | Ratify appointment of KPMG LLP | For | For | Management |
| | | | | |
Issuer: | PICO Holdings, Inc. | | | | |
CUSIP: | 693366205 | | | | |
Ticker: | PICO | | | | |
Meeting Date: | 5/16/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratification of Deloitte & Touche LLP to perform Annual Audit of 2008 Financial Statements | For | For | Management |
| | | | | |
Issuer: | Fidelity National Financial, Inc. | | | |
CUSIP: | 31620R105 | | | | |
Ticker: | FNF | | | | |
Meeting Date: | 5/29/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of KPMG LLP as our Independent Registered Public Accounting firm | For | For | Management |
3 | | Approve the Fidelity National Financial, Inc. amended and restated 2005 Omnibus Incentive Plan | For | For | Management |
| | | | | |
Issuer: | P.F. Chang's China Bistro, Inc. | | | |
CUSIP: | 69333Y108 | | | | |
Ticker: | PFCB | | | | |
Meeting Date: | 4/18/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Appointment of KPMG LLP as Independent Auditors | For | For | Management |
3 | | Approval of Adjournment of the meeting to solicit additional proxies | For | For | Management |
| | | | | |
Issuer: | Fairfax Financial Holdings Ltd. | | | |
CUSIP: | 303901102 | | | | |
Ticker: | FFH | | | | |
Meeting Date: | 4/16/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | The appointment of Auditors | For | For | Management |
| | | | | |
Issuer: | Noven Pharmaceuticals, Inc. | | | |
CUSIP: | 670009109 | | | | |
Ticker: | NOVN | | | | |
Meeting Date: | 6/5/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify the appointment of Deloitte & Touche LLP as Independent Registered Public Accounting firm | For | For | Management |
| | | | | |
Issuer: | Seabrige Gold Inc. | | | | |
CUSIP: | 811916105 | | | | |
Ticker: | SA | | | | |
Meeting Date: | 6/18/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | To appoint KPMG LLP as Auditors of the company | For | For | Management |
3 | | To authorize the Directors to fix the Auditors Renumeration | For | For | Management |
4 | | To amend by-law No. 1 of the Corporation to cause the share register of the corporation to record issued shares in registered form and issued shares in non-certified form | For | For | Management |
5 | | To approve an increase in the number of shares reserved for issue under the Company's stock option plan by 650,000 shares | For | For | Management |
6 | | To approve amendments to the corporation's stock option plan in reference to the expiry of options and the property received by the optionee on exercise | For | For | Management |
7 | | To approve grants of 150,000 stock options in total to officers and an employee as more particularly set out in the management proxy. | For | For | Management |
8 | | To give advance approval to the adoption of a new stock option plan that complies with the requirements of the Toronto Stock Exchange | For | For | Management |
9 | | To transact such other businesses as may properly come before the meeting | For | For | Management |
| | | | | |
Issuer: | Ebay Inc. | | | | |
CUSIP: | 278642103 | | | | |
Ticker: | EBAY | | | | |
Meeting Date: | 6/19/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Approval of 2008 Equity Incentive Award Plan | For | For | Management |
3 | | Ratification of the selection of PriceWaterhouseCoopers LLP as Independent Auditors for fiscal year 2008 | For | For | Management |
| | | | | |
Issuer: | Ivanhoe Mines Ltd. | | | | |
CUSIP: | 46579N103 | | | | |
Ticker: | IVN | | | | |
Meeting Date: | 5/9/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Appoint Deloitte & Touche LLP as Auditors of the Corporation | For | For | Management |
| | | | | |
Issuer: | Southwestern Energy Company | | | |
CUSIP: | 845467109 | | | | |
Ticker: | SWN | | | | |
Meeting Date: | 5/6/2008 | | | | |
| | | | | |
1 | | Election of Directors | For | For | Management |
2 | | Ratify appointment of PriceWaterhouseCoopers LLP to serve as the Independent Registered Public Accounting firm | For | For | Management |
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.
Tilson Investment Trust
By: (Signature and Title) | /s/ Whitney R. Tilson |
Whitney R. Tilson
Trustee, President, and Principal Executive Officer
Date: August 19, 2008
