UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-22298
Starboard Investment Trust
(Exact name of registrant as specified in charter)
116 South Franklin Street, Rocky Mount, North Carolina 27804
(Address of principal executive offices) (Zip code)
Paracorp Inc.
2140 South Dupont Hwy, Camden, DE 19934
(Name and address of agent for service)
Registrant's telephone number, including area code: 252-972-9922
Date of fiscal year end: August 31
Date of reporting period: July 1, 2022 - June 30, 2023
| Roumell Opportunistic Value Fund Proxy Vote Records | |
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| | QUANTUM CORP.
| | | | | | | | | | |
| | Security | 747906501 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | QMCO | | | | Meeting Date | 16-Aug-22 | |
| | Record Date | 24-Jun-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | James J. Lerner | | | | | | |
| | |
| | | 2 | Marc E. Rothman | | | | | | |
| | |
| | | 3 | Rebecca J. Jacoby | | | | | | |
| | |
| | | 4 | Yue Zhou White | | | | | | |
| | |
| | | 5 | Christopher D. Neumeyer | | | | | | |
| | |
| | 2 | Proposal to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to increase the number of the Company's authorized shares of Common Stock from 125,000,000 shares to 225,000,000 shares. | MANAGEMENT | No Vote | For | |
| | 3 | Proposal to adopt a resolution approving, on a non-binding advisory basis, the compensation of the Company's named executive officers. | MANAGEMENT | No Vote | For | |
| | 4 | Proposal to ratify the appointment of Armanino LLP as the independent registered public accounting firm of the Company for the fiscal year ending March 31, 2023. | MANAGEMENT | No Vote | For | |
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| | GSI TECHNOLOGY INC.
| | | | | | | | | | |
| | Security | 36241U106 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | GSIT | | | | Meeting Date | 25-Aug-22 | |
| | Record Date | 6-Jul-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT |
| For | |
| | | 1 | Lee-Lean Shu | | | | | Withhold | |
| | |
| | | 2 | Jack A. Bradley | | | | | Withhold | |
| | |
| | | 3 | Elizabeth Cholawsky | | | | | Withhold | |
| | |
| | | 4 | Haydn Hsieh | | | | | Withhold | |
| | |
| | | 5 | Kim Le | | | | | Withhold | |
| | |
| | | 6 | Barbara Nelson | | | | | Withhold | |
| | |
| | | 7 | Ruey L. Lu | | | | | Withhold | |
| | |
| | | 8 | Robert Yau | | | | | Withhold | |
| | |
| | 2 | To ratify the appointment of BDO USA, LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2023. | MANAGEMENT | Abstain | For | |
| | 3 | To vote on an advisory (non-binding) resolution regarding the fiscal 2022 compensation of the executive officers named in the Summary Compensation Table included in the proxy statement for the annual meeting. | MANAGEMENT | Against | For | |
| | 4 | To approve the amendment and restatement to our Certificate of Incorporation in the form attached as Appendix A to the accompanying proxy statement. | MANAGEMENT | For | For | |
| | 5 | To transact such other business as may properly come before the meeting or any adjournment or postponement of the meeting. | MANAGEMENT | Abstain | For | |
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| | SPARK NETWORK SE
| | | | | | | | | | |
| | Security | 846517100 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | LOV | | | | Meeting Date | 31-Aug-22 | |
| | Record Date | 11-Jul-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Presentation of the adopted Annual Financial Statements, the approved Consolidated Financial Statements and the combined management report of Spark Networks SE and the Group for the year ended 31 December 2021 as well as the report of the Administrative Board for the financial year 2021. | MANAGEMENT | No Vote | For | |
| | 2 | Resolution on the discharge of the Managing Directors for the financial year 2021. | MANAGEMENT | No Vote | For | |
| | 3 | Resolution on the discharge of the members of the Administrative Board for the financial year 2021 | MANAGEMENT | No Vote | For | |
| | 4 | Appointment of the auditor for the financial statements and for the consolidated financial statements as well as for review of interim financial reports and ratification of independent registered public accounting firm. | MANAGEMENT | No Vote | For | |
| | 5 | Election of the member of the Administrative Board: | | MANAGEMENT | No Vote | For | |
| | | 1 | Eric Eichmann | | | | | | |
| | |
| | | 2 | Ulrike Handel | | | | | | |
| | |
| | | 3 | Bradley J. Goldberg | | | | | | |
| | |
| | | 4 | Colleen Birdnow Brown | | | | | | |
| | |
| | | 5 | Michael J. McConnell | | | | | | |
| | |
| | | 6 | Chelsea Grayson | | | | | | |
| | |
| | | 7 | Bangaly Kaba | | | | | | |
| | |
| | | 6 | Joseph E. Whitters | | | | | | |
| | |
| | 6 | Advisory Vote on Executive Compensation. | | MANAGEMENT | No Vote | For | |
| | 7 | Resolution on the approval of the compensation report for the financial year 2021. | MANAGEMENT | No Vote | For | |
| | 8 | Resolution on the cancellation of the authorized capital 2017 pursuant to Section 4 para. 3 of the Articles of Association and on the creation of a new authorized capital 2022 with the possibility of excluding shareholders’ subscription rights and the corresponding amendment of Section 4 of the Articles of Association. | MANAGEMENT | No Vote | For | |
| | ALGOMA STEEL GROUP INC.
| | | | | | | | | | |
| | Security | 015658107 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | ASTL | | | | Meeting Date | 16-Sep-22 | |
| | Record Date | 8-Aug-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Mary Anne Bueschkens | | | | | | | | | |
| | | 2 | James Gouis | | | | | | | | | | |
| | | 3 | Andy Harshaw | | | | | | | | | | |
| | | 4 | Michael McQuade | | | | | | | | | | |
| | | 5 | Brian Pratt | | | | | | | | | | |
| | | 6 | Eric S. Rosenfeld | | | | | | | | | | |
| | | 7 | Gale Rubenstein | | | | | | | | | | |
| | | 8 | Andrew Schultz | | | | | | | | | | |
| | | 9 | David D. Sgro | | | | | | | | | | |
| | | 10 | Michael Garcia | | | | | | | | | | |
| | | 11 | Ave. G. Lethbridge | | | | | | | | | | |
| | | 12 | Sanjay Nakra | | | | | | | | | | |
| | 2. | Appointment of Deloitee LLP as Auditor of the Company for the ensuing year and authorizing the Directors to fix their renumeration. | MANAGEMENT | No Vote | For | |
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| | BARNES & NOBLE EDUCATION INC.
| | | | | | | | |
| | Security | 06777U101 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | BNED | | | | | Meeting Date | 22-Sep-22 | |
| | Record Date | 26-Jul-22 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Emily C. Chiu | | | | | | | | | | |
| | | 2 | Mario R. Dell'Aera, Jr. | | | | | | | | | |
| | | 3 | Daniel A. DeMatteo | | | | | | | | | |
| | | 4 | Kathryn Eberle Walker | | | | | | | | | |
| | | 5 | David G. Golden | | | | | | | | | | |
| | | 6 | Michael P. Huseby | | | | | | | | | |
| | | 7 | John R. Ryan | | | | | | | | | | |
| | | 8 | Rory D. Wallace | | | | | | | | | | |
| | | 9 | Denise Warren | | | | | | | | | | |
| | 2 | To vote on an advisory (non-binding) basis to approve executive compensation. | MANAGEMENT | No Vote | For | |
| | 3 | Vote on an advisory (non-binding) basis on the frequency of holding a vote on executive compensation for named executive officers. | MANAGEMENT | No Vote | For | |
| | 4 | Ratify the appointment of Ernst & Young LLP as the independent registered public accountants for the Company’s fiscal year ending April 29, 2023. | MANAGEMENT | No Vote | For | |
| | 5 | Transact such other business as may be properly brought before the Annual Meeting and any adjournment or postponement thereof. | MANAGEMENT | No Vote | For | |
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| | ALLOT LTD.
| | | | | | | | | | |
| | Security | M0854Q105 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | ALLT | | | | | Meeting Date | 14-Dec-22 | |
| | Record Date | 10-Nov-22 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | To approve an amendment to the Company’s Articles of Association, effective immediately upon the approval of this Proposal 1, to provide for the elimination of the different classes of members of the Board of Directors of the Company (the “Board”), so that after completion of their current term, the term of each director who is elected or reelected at or after the Annual Meeting (other than Outside Directors, who shall continue to serve for fixed three-year terms in accordance with the Israel Companies Law, 5759-1999, as amended (the “Israel Companies Law”)) shall be one (1) year. | MANAGEMENT | No Vote | For | |
| | 2. | To elect Raffi Kesten as a Class II director to serve until the 2023 annual meeting of shareholders , and until his successor has been duly elected and qualified, or until his office is vacated in accordance with the Company’s Articles of Association or the Israel Companies Law. | MANAGEMENT | No Vote | For | |
| | 3 | To reelect Nadav Zohar as a Class I director, to serve until the 2025 annual meeting of shareholders (or, if Proposal 1 is approved, to serve until the 2023 annual meeting of shareholders), and until his successor has been duly elected and qualified, or until his office is vacated in accordance with the Company’s Articles of Association or the Israel Companies Law. | MANAGEMENT | No Vote | For | |
| | 4 | To elect Cynthia Paul as a Class I director, to serve until the 2025 annual meeting of shareholders (or, if Proposal 1 is approved, to serve until the 2023 annual meeting of shareholders), and until her successor has been duly elected and qualified, or until her office is vacated in accordance with the Company’s Articles of Association or the Israel Companies Law. | MANAGEMENT | No Vote | For | |
| | 5 | To reelect Steven Levy as an Outside Director of the Company, to serve for a term of three years commencing as of the Annual Meeting, or until his office is vacated in accordance with the Company’s Articles of Association or the Israel Companies Law. | MANAGEMENT | No Vote | For | |
| | 5a | Check "Yes" to confirm you are not a "controlling shareholder" of the Company under the Israel Companies Law and do not have a "personal benefit or other interest" in the approval of item 5, as described in the Company's proxy statement. Under Israeli law, you cannot vote on item 5 unless you check "Yes." If you are unable to make this confirmation, please check "No." | MANAGEMENT | No Vote | For | |
| | 6 | To approve the existing compensation policy for officers and directors of the Company for the years 2022-2024 as required by the Israeli Companies Law. | MANAGEMENT | No Vote | For | |
| | 6a | Check "Yes" to confirm you are not a "controlling shareholder" of the Company under the Israel Companies Law and do not have a "personal benefit or other interest" in the approval of item 6, as described in the Company's proxy statement. Under Israeli law, you cannot vote on item 6 unless you check "Yes." If you are unable to make this confirmation, please check "No." | MANAGEMENT | No Vote | For | |
| | 7 | To approve a grant of 30,000 restricted stock units to each new director upon his or her initial election to our board. | MANAGEMENT | No Vote | For | |
| | 8 | To approve the reappointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global, as Allot’s independent registered public accounting firm for the fiscal year ending December 31, 2022 and until the next annual meeting of shareholders, and to authorize the Board, upon recommendation of the audit committee, to fix the remuneration of said independent registered public accounting firm. | MANAGEMENT | No Vote | Yes | |
| | COMTECH TELECOMMUNICATIONS CORP.
| | | | | | | | |
| | Security | 205826209 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | CMTL | | | | Meeting Date | 15-Dec-22 | |
| | Record Date | 17-Nov-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Ken Peterman | | | | | | |
| | |
| | | 2 | Wendi B. Carpenter | | | | | | |
| | |
| | | 3 | Mark Quinlan | | | | | | |
| | |
| | 2 | Approval, on an advisory basis, of the compensation of our Named Executive Officers. | MANAGEMENT | No Vote | For | |
| | 3 | Ratification of selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal 2023. | MANAGEMENT | No Vote | For | |
| | 4 | Approval of the Amended and Restated 2000 Stock Incentive Plan (the "Plan") to increase the number of shares of Common Stock available under the 2000 Plan. | MANAGEMENT | No Vote | For | |
| | 5 | Approval of the Third Amended and Restated Comtech Telecommunications Corp. 2001 Employee Stock Purchase Plan (the "ESPP") to increase the number of shares issuable under the ESPP. | MANAGEMENT | No Vote | For | |
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| | ENZO BIOCHEM INC.
| | | | | | | | | | |
| | Security | 294100102 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | ENZ | | | | Meeting Date | 31-Jan-23 | |
| | Record Date | 8-Dec-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Hamid Erfanian | | | | | | | |
| | |
| | | 2 | Bradley L. Radoff | | | | | | | |
| | |
| | | 3 | Mary Tagliaferri | | | | | | | |
| | |
| | 2 | To approve, by a nonbinding advisory vote, the compensation of the Company’s Named Executive Officers (the “Advisory Proposal”). | MANAGEMENT | No Vote | For | |
| | 3 | To ratify the Company’s appointment of EisnerAmper LLP to serve as the Company’s independent registered public accounting firm for the Company’s fiscal year ending July 31, 2023 (the “Auditor Proposal”). | MANAGEMENT | No Vote | For | |
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| | LIQUIDITY SERVICES INC.
| | | | | | | | | |
| | Security | 53635B107 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | LQDT | | | | Meeting Date | 23-Feb-23 | |
| | Record Date | 4-Jan-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Phillip A. Clough | | | | | | |
| | |
| | | 2 | George H. Ellis | | | | | | |
| | |
| | | 3 | Jaime Mateus-Tique | | | | | | |
| | |
| | 2 | Ratification of Independent Registered Public Accounting Firm. | | MANAGEMENT | No Vote | For | |
| | 3 | Approval of an Amendment to the Company's Fourth Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers of the Company. | MANAGEMENT | No Vote | For | |
| | 4 | Approval of Named Executive Officer Compensation. | | MANAGEMENT | No Vote | For | |
| | 5 | Recommendation on the Frequency of Future Advisory Votes on Named Executive Officer Compensation. | MANAGEMENT | No Vote | 1 Year | |
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| | SONIC FOUNDRY, INC.
| | | | | | | | | | |
| | Security | 83545R207 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | SOFO | | | | Meeting Date | 10-Mar-23 | |
| | Record Date | 20-Jan-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | William St. Lawrence | | | | | | |
| | |
| | 2 | To amend the 2020 Equity Incentive Plan to increase the number of shares of common stock subject to the plan from 2,000,000 to 3,000,000. | MANAGEMENT | No Vote | For | |
| | 3 | To approve, by a non-binding advisory vote, of the compensation paid by Sonic to its named executive officers. | MANAGEMENT | No Vote | For | |
| | 4 | To ratify the appointment of Wipfli LLP as our independent auditors for the fiscal year ending September 30, 2023. | MANAGEMENT | No Vote | For | |
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| | LIBERTY ENERGY INC.
| | | | | | | | | | |
| | Security | 53115L104 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | LBRT | | | | Meeting Date | 18-Apr-23 | |
| | Record Date | 21-Feb-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Simon Ayat | | | | | | | |
|
| |
| | | 2 | Gale A. Norton | | | | | | | |
|
| |
| | | 3 | Cary D. Steinbeck | | | | | | | |
|
| |
| | 2 | Approval, on an advisory basis, of the compensation of the Company's named executive officers. | MANAGEMENT | No Vote | For | |
| | 3 | Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
| | DUNDEE CORP.
| | | | | | | | | | |
| | Security | 265269209 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | DPMLF | | | | Meeting Date | 4-May-23 | |
| | Record Date | 17-Mar-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Jaime Donovan | | | | | | | |
| | |
| | | 2 | R. Peter Gillin | | | | | | | |
| | |
| | | 3 | Nicole Adshead-Bell | | | | | | |
| | |
| | | 4 | Kalidas Madhavpeddi | | | | | | |
| | |
| | | 5 | Juanita Montalvo | | | | | | | |
| | |
| | | 6 | David Rae | | | | | | | |
| | |
| | | 7 | Marie-Anne Tawil | | | | | | | |
| | |
| | | 8 | Anthony P. Walsh | | | | | | | |
| | |
| | 2 | Appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as auditor of the Company for the ensuing year and authorizing the directors to set the auditor’s remuneration. | MANAGEMENT | No Vote | For | |
| | 3 | To consider, and if deemed appropriate, to pass a non-binding, advisory resolution accepting the Company's approach to executive compensation, as more particularly described in the accompanying management information circular. | MANAGEMENT | No Vote | For | |
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| | KITE REALTY GROUP TRUST
| | | | | | | | | |
| | Security | 49803T300 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | KRG | | | | Meeting Date | 10-May-23 | |
| | Record Date | 15-Mar-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Trustee | | | | MANAGEMENT | No Vote | For | |
| | | 1 | John Kite | | | | | | | |
| | |
| | | 2 | William E. Bindley | | | | | | |
| | |
| | | 3 | Bonnie S. Biumi | | | | | | | |
| | |
| | | 4 | Derrick Burks | | | | | | | |
| | |
| | | 5 | Victor J. Coleman | | | | | | | |
| | |
| | | 6 | Gerald M. Gorski | | | | | | | |
| | |
| | | 7 | Steven P. Grimes | | | | | | | |
| | |
| | | 8 | Christie B. Kelly | | | | | | | |
| | |
| | | 9 | Peter L. Lynch | | | | | | | |
| | |
| | | 10 | David R. O'Reilly | | | | | | | |
| | |
| | | 11 | Barton R. Peterson | | | | | | |
| | |
| | | 12 | Charles H. Wurtzebach | | | | | | |
| | |
| | | 13 | Caroline L. Young | | | | | | | |
| | |
| | 2 | To approve, on an advisory (non-binding) basis, the compensation of Kite Realty Group Trust's named executive officers. | MANAGEMENT | No Vote | For | |
| | 3 | To select, on an advisory (non-binding) basis, the frequency with which the advisory vote on executive compensation should be held. | MANAGEMENT | No Vote | 1 Year | |
| | 4 | To ratify the appointment of KPMG LLP as the independent registered public accounting firm for Kite Realty Group Trust for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
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| | FLYHT AEROSPACE SOLUTIONS LTD.
| | | | | | | | |
| | Security | 30252U303 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | FLY-CN | | | | Meeting Date | 11-May-23 | |
| | Record Date | 6-Apr-23 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | To set the number of diectors to be elected at the meeting at seven (7). | | MANAGEMENT | No Vote | For | |
| | 2 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Brent Rosenthal | | | | | | | |
| | |
| | | 2 | Douglas G. Marlin | | | | | | | |
| | |
| | | 3 | Mary McMillan | | | | | | | |
| | |
| | | 4 | Michael Brown | | | | | | | |
| | |
| | | 5 | Nancy Young | | | | | | | |
| | |
| | | 6 | Paul Takalo | | | | | | | |
| | |
| | | 7 | Peter Large | | | | | | | |
| | |
| | 3 | To appoint KPMG LLP, Chartered Accountants, as the auditors of the Corporation for the ensuing year and to authorize the board of directors to fix the auditors' remuneration. | MANAGEMENT | No Vote | For | |
| | 4 | To consider and, if deemed advisable, to pass with or without variation, an ordinary resolution approving the 2023 stock option plan, as more particularly described in the accompanying Management Information Circular and Proxy Statement dated April 20, 2023. | MANAGEMENT | No Vote | For | |
| | ACACIA RESEARCH CORP.
| | | | | | | | | |
| | Security | 003881307 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | ACTG | | | | Meeting Date | 16-May-23 | |
| | Record Date | 20-Mar-22 | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Gavin Molinelli | | | | | | | | | | |
| | | 2 | Isaac T. Kohlberg | | | | | | | | | | |
| | | 3 | Maureen O'Connell | | | | | | | | | |
| | | 4 | Geoff Ribar | | | | | | | | | | |
| | | 5 | Jonathan Sagal | | | | | | | | | | |
| | | 6 | Katharine Wolanyk | | | | | | | | | |
| | 2 | To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
| | 3 | To approve, on a non-binding, advisory basis, of the compensation of our named executive officers, as disclosed in the accompanying Proxy Statement. | MANAGEMENT | No Vote | For | |
| | 4 | To approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation of our named executive officers. | MANAGEMENT | No Vote | 1 Year | |
| | 5 | To approve an amendment to our Amended and Restated Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock (the "Certificate of Designations") to remove the Maximum Percentage limitation (as defined in the Certificate of Designations). | MANAGEMENT | No Vote | For | |
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| | ENZO BIOCHEM INC.
| | | | | | | | | | |
| | Security | | 294100102 | | | | Meeting Type | SPECIAL | |
| | Ticker Symbol | ENZ | | | | | Meeting Date | 22-May-23 | | |
| | Record Date | 17-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | To consider and vote on a proposal to approve the sale of substantially all the assets and assignment of certain liabilities of the Company's clinical laboratory business and adopt the Asset Purchase Agreement, dated as of March 16, 2023 (the "Asset Sale Proposal"). | MANAGEMENT | For | For | |
| | 2 | To consider and vote on a proposal to approve the adjournment of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to approve the Asset Sale Proposal at the time of the Special Meeting (the "Adjournment Proposal"). | MANAGEMENT | For | For | |
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| | IDENTIV INC.
| | | | | | | | | | | |
| | Security | | 45170X205 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | INVE | | | | | Meeting Date | 8-Jun-23 | |
| | Record Date | 18-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Director | | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Steven Humphreys | | | | | | | |
| | |
| | 2 | To vote on a non-binding advisory resolution on the compensation of the Company's named executive officers ("Say on Pay"). | MANAGEMENT | No Vote | For | |
| | 3 | To ratify the appointment of BPM LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
| | | | | | | | | | | | | | | |
| | KVH INDUSTRIES, INC.
| | | | | | | | | | |
| | Security | | 482738101 | | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | KVHI | | | | | Meeting Date | 7-Jun-23 | |
| | Record Date | 18-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | David M. Tolley | | | | | | | |
| | |
| | | 2
| Stephen H. Deckoff | | | | | | |
| | |
| | 2 | To approve, on an advisory (non-binding) basis, the compensation of our named executive officers for 2022. | MANAGEMENT | No Vote | For | |
| | 3 | To determine, in a non-binding "say on frequency" vote, the frequency of the vote on our executive compensation program (once every year, once every two years or once every three years). | MANAGEMENT | No Vote | 1 Year | |
| | 4 | To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for 2023. | MANAGEMENT | No Vote | For | |
| | | | | | | | | | | | | | | |
| | NEXTIER OILFIELD SOLUTIONS INC.
| | | | | | | | |
| | Security | | 65290C105 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | NEX | | | | | Meeting Date | 13-Jun-23 | |
| | Record Date | 17-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1 | Trustee | | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Robert W. Drummond | | | | | | | | | |
| | | 2 | Leslie A. Beyer | | | | | | | | | | |
| | | 3 | Stuart M. Brightman | | | | | | | | | |
| | | 4 | Gary M. Halverson | | | | | | | | | |
| | | 5 | Patrick M. Murray | | | | | | | | | | |
| | | 6 | Amy H. Nelson | | | | | | | | | | |
| | | 7 | Melvin G. Riggs | | | | | | | | | | |
| | | 8 | Bernardo J. Rodriguez | | | | | | | | | |
| | | 9 | Michael Roemer | | | | | | | | | | |
| | | 10 | James C. Stewart | | | | | | | | | | |
| | | 11 | Scott R. Wille | | | | | | | | | | |
| | 2 | To ratify the appointment of KPMG LLP as our independent auditor for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
| | 3 | To approve, in an advisory vote, the 2022 compensation of our named executive officers. | MANAGEMENT | No Vote | For | |
| | 4 | To approve the amendment and restatement of the NexTier Oilfield Solutions Inc. Equity and Incentive Award Plan. | MANAGEMENT | No Vote | For | |
| | | | | | | |
| | COMSCORE INC.
| | | | | | | | | | |
| | Security | | 20564W105 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | SCOR | | | | | Meeting Date | 14-Jun-23 | | |
| | Record Date | 17-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Nana Banerjee | | | | | | | |
| | |
| | | 2 | David Kline | | | | | | | |
| | |
| | | 3 | Kathi Love | | | | | | | |
| | |
| | | 4 | Brian Wendling | | | | | | | |
| | |
| | 2. | To approve, on a non-binding advisory basis, the compensation paid to the company's named executive officers. | MANAGEMENT | No Vote | For | |
| | 3 | To ratify the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | For | |
| | 4 | To approve an amendment to our Amended and Restated 2018 Equity and Incentive Compensation Plan to increase the number of shares of our common stock available for grant by 10,000,000. | MANAGEMENT | No Vote | For | |
| | 5 | The adoption of an amendment to the Certificate of Designations of the Series B Convertible Preferred Stock ("Series B Preferred Stock") to (i) permit the company to pay annual dividends on Series B Preferred Stock in the form of cash, shares of common stock, additional shares of Series B Preferred Stock, or a combination thereof, (the "Disinterested Directors"), and (ii) make certain other clarifying and conforming changes to the Certificate of Designations, including with respect to tax treatment. | MANAGEMENT | No Vote | For | |
| | 6 | The adoption of an amendment to the Amended and Restated Certificate of Incorporation to authorize additional shares of preferred stock in order to permit the company to issue additional shares of Series B Preferred Stock and other preferred stock and pay annual dividends in the form of Series B Preferred Stock in accordance with the Certificate of Designations amendment and if elected by the Disinterested Directors. | MANAGEMENT | No Vote | For | |
| | 7 | The approval, in accordance with Nasdaq Listing Rule 5635(d), of the issuance of common stock or Series B Preferred Stock as annual dividends on the Series B Preferred Stock in accordance with the Certificate of Designations amendment and if elected by the Disinterested Directors. | MANAGEMENT | No Vote | For | |
| | | | | | | | | | | | | | | |
| | RUNWAY GROWTH FINANCE CORP.
| | | | | | | | |
| | Security | | 78163D100 | | | | Meeting Type | ANNUAL | |
| | Ticker Symbol | RWAY | | | | | Meeting Date | 15-Jun-23 | | |
| | Record Date | 25-Apr-23 | | | | | | | | | | |
| | Item | Proposal | | | | | Type | Vote | Management Recommendation | |
| | 1. | Director | | | | | MANAGEMENT | No Vote | For | |
| | | 1 | Gary Kovacs | | | | | | | |
| | |
| | | 2 | John F. Engel | | | | | | | |
| | |
| | 2. | To ratify the selection of RSM US LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | MANAGEMENT | No Vote | 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.
| STARBOARD INVESTMENT TRUST |
| ___________________________ |
|
|
By:
| Katherine M. Honey President and Principal Executive Officer |
| |
Date:
| August 15, 2023 |