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:811-22885
Broadview Funds Trust
(Exact name of registrant as specified in charter)
330 East Kilbourn Avenue, Suite 1475
Milwaukee, Wisconsin 53202
(Address of principal executive offices) (Zip code)
(414) 918-3900
(Registrant's telephone number)
The Corporation Trust Company
1209 Orange Street
Wilmington, Delaware 19801
(Name and Address of Agent for Service)
Date of fiscal year end:September 30
Date of reporting period:July 1, 2019 - August 30, 2019
Item 1 – Proxy Voting Record.
| Investment Company Report | ||||||||||
| REXNORD CORPORATION | ||||||||||
| Security | 76169B102 | Meeting Type | Annual | |||||||
| Ticker Symbol | RXN | Meeting Date | 25-Jul-2019 | |||||||
| ISIN | US76169B1026 | Agenda | 935045484 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 | Mark S. Bartlett | For | For | |||||||
| 2 | David C. Longren | For | For | |||||||
| 3 | George C. Moore | For | For | |||||||
| 2. | Advisory vote to approve the compensation of the Company's named executive officers, as disclosed in "Compensation Discussion and Analysis" and "Executive Compensation" in the Proxy Statement. | Management | For | For | ||||||
| 3. | Approval of the amendment to, and restatement of, the Rexnord Corporation Performance Incentive Plan. | Management | For | For | ||||||
| 4. | Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2020. | Management | For | For | ||||||
| THERMON GROUP HOLDINGS, INC. | ||||||||||
| Security | 88362T103 | Meeting Type | Annual | |||||||
| Ticker Symbol | THR | Meeting Date | 25-Jul-2019 | |||||||
| ISIN | US88362T1034 | Agenda | 935051259 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 | Linda A. Dalgetty | For | For | |||||||
| 2 | Marcus J. George | For | For | |||||||
| 3 | Kevin J. McGinty | For | For | |||||||
| 4 | John T. Nesser, III | For | For | |||||||
| 5 | Michael W. Press | For | For | |||||||
| 6 | Charles A. Sorrentino | For | For | |||||||
| 7 | Bruce A. Thames | For | For | |||||||
| 2. | To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2020. | Management | For | For | ||||||
| 3. | To approve, on a non-binding advisory basis, the compensation of the Company's executive officers as described in the proxy statement. | Management | For | For | ||||||
| CHUY'S HOLDINGS, INC. | ||||||||||
| Security | 171604101 | Meeting Type | Annual | |||||||
| Ticker Symbol | CHUY | Meeting Date | 01-Aug-2019 | |||||||
| ISIN | US1716041017 | Agenda | 935050574 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 | Saed Mohseni | For | For | |||||||
| 2 | Ira Zecher | For | For | |||||||
| 2. | Approval of the non-binding, advisory vote on executive compensation | Management | For | For | ||||||
| 3. | The ratification of the appointment of RSM US LLP as the Company's independent registered public accounting firm for 2019 | Management | For | For | ||||||
| LIVERAMP HOLDINGS, INC. | ||||||||||
| Security | 53815P108 | Meeting Type | Annual | |||||||
| Ticker Symbol | RAMP | Meeting Date | 13-Aug-2019 | |||||||
| ISIN | US53815P1084 | Agenda | 935056110 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1a. | Election of Director: Richard P. Fox | Management | For | For | ||||||
| 1b. | Election of Director: Clark M. Kokich | Management | For | For | ||||||
| 2. | Advisory (non-binding) vote to approve the compensation of the Company's named executive officers. | Management | For | For | ||||||
| 3. | Ratification of KPMG LLP as the Company's independent registered public accountant for Fiscal Year 2020. | Management | For | For | ||||||
| COMMVAULT SYSTEMS, INC. | ||||||||||
| Security | 204166102 | Meeting Type | Annual | |||||||
| Ticker Symbol | CVLT | Meeting Date | 22-Aug-2019 | |||||||
| ISIN | US2041661024 | Agenda | 935059178 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1.1 | Election of Director: Nicholas Adamo | Management | For | For | ||||||
| 1.2 | Election of Director: Martha H. Bejar | Management | For | For | ||||||
| 1.3 | Election of Director: David F. Walker | Management | For | For | ||||||
| 2. | Ratify appointment of Ernst & Young LLP as independent public accountants for the fiscal year ending March 31, 2020. | Management | For | For | ||||||
| 3. | Approve amendment providing additional shares for grant under the Company's Omnibus Incentive Plan. | Management | For | For | ||||||
| 4. | Approve, by non-binding vote, the Company's executive compensation. | Management | For | For | ||||||
| KORNIT DIGITAL LTD. | ||||||||||
| Security | M6372Q113 | Meeting Type | Annual | |||||||
| Ticker Symbol | KRNT | Meeting Date | 22-Aug-2019 | |||||||
| ISIN | IL0011216723 | Agenda | 935065157 - Management | |||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||
| 1a | To re-elect Mr. Alon Lumbroso for a three-year term as a Class I director of the Company, until the Company's annual general meeting of shareholders in 2022 and until his successor is duly elected and qualified. | Management | For | For | ||||||
| 1b | To re-elect Mr. Dov Ofer for a three-year term as a Class I director of the Company, until the Company's annual general meeting of shareholders in 2022 and until his successor is duly elected and qualified. | Management | For | For | ||||||
| 2a | To elect Mr. Stephen Nigro for an initial two-year term as a Class III director of the Company, until the Company's annual general meeting of shareholders in 2021 and until his successor is duly elected and qualified. | Management | For | For | ||||||
| 2b | To elect Mr. Ronen Samuel (our chief executive officer) for an initial two-year term as a Class III director of the Company, until the Company's annual general meeting of shareholders in 2021 and until his successor is duly elected and qualified. | Management | For | For | ||||||
| 3 | To approve the re-appointment of Kost Forer Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company's independent registered public accounting firm for the year ending December 31, 2019 and until the Company's 2020 annual general meeting of shareholders, and to authorize the Company's board of directors to fix such accounting firm's annual compensation. | Management | For | For | ||||||
| 4a | To ratify and clarify certain employment terms of Mr. Ronen Samuel, our chief executive officer, consisting of: A special bonus of up to three (3) months' of base salary that may be granted to Mr. Samuel annually based on achievements to be determined by the Company's board of directors that are not included in Mr. Samuel's annual bonus plan (which, for 2018, yields a bonus of NIS 137,000 (approximately US $38,600 as of July 15, 2019)) | Management | For | For | ||||||
| 4aa | By checking the box marked "FOR", the undersigned hereby confirms that he, she or it is not a "controlling shareholder" and does not have a conflict of interest in the approval of Proposal 4a. If the undersigned or a related party of the undersigned is a controlling shareholder or has such a conflict of interest, check the box "AGAINST". [MUST COMPLETE ITEM 4aa]. Please confirm you are a controlling shareholder/have a personal interest. If you do not vote FOR=YES OR AGAINST=NO the vote on the corresponding proposal will not count. | Management | No Action | |||||||
| 4b | To ratify and clarify certain employment terms of Mr. Ronen Samuel, our chief executive officer, consisting of: Acceleration of 50% of Mr. Samuel's unvested equity grants upon a change of control of the Company that is followed by termination of Mr. Samuel's employment under certain circumstances, as described in the Proxy Statement. | Management | For | For | ||||||
| 4ba | By checking the box marked "FOR", the undersigned hereby confirms that he, she or it is not a "controlling shareholder" and does not have a conflict of interest in the approval of Proposal 4b. If the undersigned or a related party of the undersigned is a controlling shareholder or has such a conflict of interest, check the box "AGAINST". [MUST COMPLETE ITEM 4ba]. Please confirm you are a controlling shareholder/have a personal interest. If you do not vote FOR=YES OR AGAINST=NO the vote on the corresponding proposal will not count. | Management | No Action | |||||||
| 5 | To approve a one-time grant of options to purchase 100,000 ordinary shares to Mr. Ronen Samuel, our chief executive officer, subject to a four-year vesting schedule and certain other provisions, as described in the Proxy Statement. | Management | For | For | ||||||
| 5a | By checking the box marked "FOR", the undersigned hereby confirms that he, she or it is not a "controlling shareholder" and does not have a conflict of interest in the approval of Proposal 5. If the undersigned or a related party of the undersigned is a controlling shareholder or has such a conflict of interest, check the box "AGAINST". [MUST COMPLETE ITEM 5a]. Please confirm you are a controlling shareholder/have a personal interest. If you do not vote FOR=YES OR AGAINST=NO the vote on the corresponding proposal will not count. | Management | No Action | |||||||
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.
| Broadview Funds Trust | |||
| By: | /s/ Richard E. Lane | ||
| Richard E. Lane, President | |||
| (Principal Executive Officer) | |||
| Date: | September 13, 2019 | ||
