Investment Managers Series Trust II NPX Annual report of proxy voting record

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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 811-22894

INVESTMENT MANAGERS SERIES TRUST II

(Exact name of registrant as specified in charter)

235 W. Galena Street, Milwaukee, WI	53212
(Address of principal executive offices)	(Zip code)

Constance Dye Shannon

235 W. Galena Street, Milwaukee, WI 53212

(Name and address of agent for service)

Registrant's telephone number, including area code: (414) 299-2295

Date of fiscal year end: October 31

Date of reporting period: July 1, 2017 - June 30, 2018

Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.

ITEM 1. PROXY VOTING RECORD.

Form N-PX

Proxy Voting Records for Received Balllots

Fund Name:

All Terrain Opportunity Fund

Reporting Period:

07/01/17 to 06/30/18

Investment Company Report

VANGUARD INTERNATIONAL EQ. INDEX FD, INC

Security

922042874

Meeting Type

Special

Ticker Symbol

VGK

Meeting Date

15-Nov-2017

ISIN

US9220428745

Agenda

934671202 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

DIRECTOR

Management

MORTIMER J. BUCKLEY

For

EMERSON U. FULLWOOD

For

AMY GUTMANN

For

JOANN HEFFERNAN HEISEN

For

F. JOSEPH LOUGHREY

For

MARK LOUGHRIDGE

For

SCOTT C. MALPASS

For

F. WILLIAM MCNABB III

For

DEANNA MULLIGAN

For

ANDRE F. PEROLD

For

SARAH BLOOM RASKIN

For

PETER F. VOLANAKIS

For

APPROVE A MANAGER OF MANAGERS ARRANGEMENT WITH THIRD-PARTY INVESTMENT ADVISORS.

Management

For

APPROVE A MANAGER OF MANAGERS ARRANGEMENT WITH WHOLLY-OWNED SUBSIDIARIES OF VANGUARD.

Management

For

A SHAREHOLDER PROPOSAL TO "INSTITUTE TRANSPARENT PROCEDURES TO AVOID HOLDING INVESTMENTS IN COMPANIES THAT, IN MANAGEMENT'S JUDGMENT, SUBSTANTIALLY CONTRIBUTE TO GENOCIDE OR CRIMES AGAINST HUMANITY, THE MOST EGREGIOUS VIOLATIONS OF HUMAN RIGHTS. SUCH PROCEDURES MAY INCLUDE TIME-LIMITED ENGAGEMENT WITH PROBLEM COMPANIES IF MANAGEMENT BELIEVES THAT THEIR BEHAVIOR CAN BE CHANGED."

Shareholder

Against

For

MEDTRONIC PLC

Security

G5960L103

Meeting Type

Annual

Ticker Symbol

MDT

Meeting Date

08-Dec-2017

ISIN

IE00BTN1Y115

Agenda

934690959 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

ELECTION OF DIRECTOR: RICHARD H. ANDERSON

Management

For

1B.

ELECTION OF DIRECTOR: CRAIG ARNOLD

Management

For

1C.

ELECTION OF DIRECTOR: SCOTT C. DONNELLY

Management

For

1D.

ELECTION OF DIRECTOR: RANDALL HOGAN III

Management

For

1E.

ELECTION OF DIRECTOR: OMAR ISHRAK

Management

For

1F.

ELECTION OF DIRECTOR: SHIRLEY A. JACKSON, PH.D.

Management

For

1G.

ELECTION OF DIRECTOR: MICHAEL O. LEAVITT

Management

For

1H.

ELECTION OF DIRECTOR: JAMES T. LENEHAN

Management

For

1I.

ELECTION OF DIRECTOR: ELIZABETH NABEL, M.D.

Management

For

1J.

ELECTION OF DIRECTOR: DENISE M. O'LEARY

Management

For

1K.

ELECTION OF DIRECTOR: KENDALL J. POWELL

Management

For

1L.

ELECTION OF DIRECTOR: ROBERT C. POZEN

Management

For

TO RATIFY, IN A NON-BINDING VOTE, THE RE- APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT AUDITOR FOR FISCAL YEAR 2018 AND AUTHORIZE THE BOARD OF DIRECTORS, ACTING THROUGH THE AUDIT COMMITTEE, TO SET THE AUDITOR'S REMUNERATION.

Management

For

TO APPROVE IN A NON-BINDING ADVISORY VOTE, NAMED EXECUTIVE OFFICER COMPENSATION (A "SAY-ON-PAY" VOTE).

Management

For

TO APPROVE THE AMENDMENT AND RESTATEMENT OF THE MEDTRONIC PLC AMENDED AND RESTATED 2013 STOCK AWARD AND INCENTIVE PLAN.

Management

For

COSTCO WHOLESALE CORPORATION

Security

22160K105

Meeting Type

Annual

Ticker Symbol

COST

Meeting Date

30-Jan-2018

ISIN

US22160K1051

Agenda

934711448 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

DIRECTOR

Management

KENNETH D. DENMAN

For

W. CRAIG JELINEK

For

JEFFREY S. RAIKES

For

RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS.

Management

For

APPROVAL, ON AN ADVISORY BASIS, OF EXECUTIVE COMPENSATION.

Management

For

SHAREHOLDER PROPOSAL REGARDING SIMPLE MAJORITY VOTE.

Shareholder

Against

For

SHAREHOLDER PROPOSAL REGARDING PRISON LABOR.

Shareholder

Against

For

ETF MANAGERS TRUST

Security

26924G201

Meeting Type

Special

Ticker Symbol

HACK

Meeting Date

06-Mar-2018

ISIN

US26924G2012

Agenda

934725029 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

DIRECTOR

Management

Terry Loebs

For

Jared Chase

For

THE WALT DISNEY COMPANY

Security

254687106

Meeting Type

Annual

Ticker Symbol

DIS

Meeting Date

08-Mar-2018

ISIN

US2546871060

Agenda

934720598 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of director: Susan E. Arnold

Management

For

1B.

Election of director: Mary T. Barra

Management

For

1C.

Election of director: Safra A. Catz

Management

For

1D.

Election of director: John S. Chen

Management

For

1E.

Election of director: Francis A. deSouza

Management

For

1F.

Election of director: Robert A. Iger

Management

For

1G.

Election of director: Maria Elena Lagomasino

Management

For

1H.

Election of director: Fred H. Langhammer

Management

For

1I.

Election of director: Aylwin B. Lewis

Management

For

1J.

Election of director: Mark G. Parker

Management

For

To ratify the appointment of PricewaterhouseCoopers LLP as the Company's registered public accountants for 2018.

Management

For

To approve material terms of performance goals under the Amended and Restated 2002 Executive Performance Plan.

Management

For

To approve the advisory resolution on executive compensation.

Management

For

To approve the shareholder proposal requesting an annual report disclosing information regarding the Company's lobbying policies and activities.

Shareholder

Against

For

To approve the shareholder proposal requesting the Board to amend the Company's bylaws relating to proxy access to increase the number of permitted nominees, remove the limit on aggregating shares to meet the shareholding requirement, and remove the limitation on renomination of persons based on votes in a prior election.

Shareholder

Against

For

PPG INDUSTRIES, INC.

Security

693506107

Meeting Type

Annual

Ticker Symbol

PPG

Meeting Date

19-Apr-2018

ISIN

US6935061076

Agenda

934731779 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

ELECTION OF DIRECTOR: VICTORIA F. HAYNES

Management

For

1B.

ELECTION OF DIRECTOR: MICHAEL W. LAMACH

Management

For

1C.

ELECTION OF DIRECTOR: MARTIN H. RICHENHAGEN

Management

For

APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS ON AN ADVISORY BASIS

Management

For

PROPOSAL TO APPROVE AN AMENDMENT OF THE COMPANY'S ARTICLES OF INCORPORATION TO PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS

Management

For

RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2018

Management

For

HONEYWELL INTERNATIONAL INC.

Security

438516106

Meeting Type

Annual

Ticker Symbol

HON

Meeting Date

23-Apr-2018

ISIN

US4385161066

Agenda

934735804 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Darius Adamczyk

Management

For

1B.

Election of Director: Duncan B. Angove

Management

For

1C.

Election of Director: William S. Ayer

Management

For

1D.

Election of Director: Kevin Burke

Management

For

1E.

Election of Director: Jaime Chico Pardo

Management

For

1F.

Election of Director: D. Scott Davis

Management

For

1G.

Election of Director: Linnet F. Deily

Management

For

1H.

Election of Director: Judd Gregg

Management

For

1I.

Election of Director: Clive Hollick

Management

For

1J.

Election of Director: Grace D. Lieblein

Management

For

1K.

Election of Director: George Paz

Management

For

1L.

Election of Director: Robin L. Washington

Management

For

Advisory Vote to Approve Executive Compensation.

Management

For

Approval of Independent Accountants.

Management

For

Reduce Ownership Threshold Required to Call a Special Meeting of Shareowners.

Management

For

Independent Board Chairman.

Shareholder

Against

For

Report on Lobbying Payments and Policy.

Shareholder

Against

For

DOWDUPONT INC.

Security

26078J100

Meeting Type

Annual

Ticker Symbol

DWDP

Meeting Date

25-Apr-2018

ISIN

US26078J1007

Agenda

934741655 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Lamberto Andreotti

Management

For

1b.

Election of Director: James A. Bell

Management

For

1c.

Election of Director: Edward D. Breen

Management

For

1d.

Election of Director: Robert A. Brown

Management

For

1e.

Election of Director: Alexander M. Cutler

Management

For

1f.

Election of Director: Jeff M. Fettig

Management

For

1g.

Election of Director: Marillyn A. Hewson

Management

For

1h.

Election of Director: Lois D. Juliber

Management

For

1i.

Election of Director: Andrew N. Liveris

Management

For

1j.

Election of Director: Raymond J. Milchovich

Management

For

1k.

Election of Director: Paul Polman

Management

For

1l.

Election of Director: Dennis H. Reilley

Management

For

1m.

Election of Director: James M. Ringler

Management

For

1n.

Election of Director: Ruth G. Shaw

Management

For

1o.

Election of Director: Lee M. Thomas

Management

For

1p.

Election of Director: Patrick J. Ward

Management

For

Advisory Resolution to Approve Executive Compensation

Management

For

Advisory Resolution on the Frequency of Future Advisory Votes to Approve Executive Compensation

Management

3 Years

Against

Ratification of the Appointment of the Independent Registered Public Accounting Firm

Management

For

Elimination of Supermajority Voting Thresholds

Shareholder

Against

For

Preparation of an Executive Compensation Report

Shareholder

Against

For

Preparation of a Report on Sustainability Metrics in Performance-based Pay

Shareholder

Against

For

Preparation of a Report on Investment in India

Shareholder

Against

For

Modification of Threshold for Calling Special Stockholder Meetings

Shareholder

Against

For

ILLINOIS TOOL WORKS INC.

Security

452308109

Meeting Type

Annual

Ticker Symbol

ITW

Meeting Date

04-May-2018

ISIN

US4523081093

Agenda

934746883 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Daniel J. Brutto

Management

For

1b.

Election of Director: Susan Crown

Management

For

1c.

Election of Director: James W. Griffith

Management

For

1d.

Election of Director: Jay L. Henderson

Management

For

1e.

Election of Director: Richard H. Lenny

Management

For

1f.

Election of Director: E. Scott Santi

Management

For

1g.

Election of Director: James A. Skinner

Management

For

1h.

Election of Director: David B. Smith, Jr.

Management

For

1i.

Election of Director: Pamela B. Strobel

Management

For

1j.

Election of Director: Kevin M. Warren

Management

For

1k.

Election of Director: Anre D. Williams

Management

For

Ratification of the appointment of Deloitte & Touche LLP as ITW's independent registered public accounting firm for 2018.

Management

For

Advisory vote to approve compensation of ITW's named executive officers.

Management

For

A non-binding stockholder proposal, if presented at the meeting, to change the ownership threshold to call special meetings.

Shareholder

Against

For

A non-binding stockholder proposal, if presented at the meeting, to set Company-wide greenhouse gas emissions targets.

Shareholder

Against

For

3M COMPANY

Security

88579Y101

Meeting Type

Annual

Ticker Symbol

MMM

Meeting Date

08-May-2018

ISIN

US88579Y1010

Agenda

934745920 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Sondra L. Barbour

Management

For

1b.

Election of Director: Thomas "Tony" K. Brown

Management

For

1c.

Election of Director: David B. Dillon

Management

For

1d.

Election of Director: Michael L. Eskew

Management

For

1e.

Election of Director: Herbert L. Henkel

Management

For

1f.

Election of Director: Amy E. Hood

Management

For

1g.

Election of Director: Muhtar Kent

Management

For

1h.

Election of Director: Edward M. Liddy

Management

For

1i.

Election of Director: Gregory R. Page

Management

For

1j.

Election of Director: Michael F. Roman

Management

For

1k.

Election of Director: Inge G. Thulin

Management

For

1l.

Election of Director: Patricia A. Woertz

Management

For

To ratify the appointment of PricewaterhouseCoopers LLP as 3M's independent registered public accounting firm.

Management

For

Advisory approval of executive compensation.

Management

For

Stockholder proposal on special shareholder meetings.

Shareholder

Against

For

Stockholder proposal on setting target amounts for CEO compensation.

Shareholder

Against

For

PHILLIPS 66

Security

718546104

Meeting Type

Annual

Ticker Symbol

PSX

Meeting Date

09-May-2018

ISIN

US7185461040

Agenda

934744067 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of director: J. Brian Ferguson

Management

For

1b.

Election of director: Harold W. McGraw III

Management

For

1c.

Election of director: Victoria J. Tschinkel

Management

For

To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2018.

Management

For

To consider and vote on a proposal to approve, on an advisory (non-binding) basis, the compensation of our Named Executive Officers.

Management

For

To consider and vote on a proposal to amend the Certificate of Incorporation to declassify the Board of Directors over the next three years.

Management

For

MARTIN MARIETTA MATERIALS, INC.

Security

573284106

Meeting Type

Annual

Ticker Symbol

MLM

Meeting Date

17-May-2018

ISIN

US5732841060

Agenda

934804180 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.1

Election of Director: Sue W. Cole

Management

For

1.2

Election of Director: Smith W. Davis

Management

For

1.3

Election of Director: John J. Koraleski

Management

For

1.4

Election of Director: David G. Maffucci

Management

For

1.5

Election of Director: Michael J. Quillen

Management

For

1.6

Election of Director: Donald W. Slager

Management

For

1.7

Election of Director: Stephen P. Zelnak, Jr.

Management

For

Ratification of selection of PricewaterhouseCoopers as independent auditors.

Management

For

Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.'s named executive officers.

Management

For

INTERCONTINENTAL EXCHANGE, INC.

Security

45866F104

Meeting Type

Annual

Ticker Symbol

ICE

Meeting Date

18-May-2018

ISIN

US45866F1049

Agenda

934767065 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Hon. Sharon Y. Bowen

Management

For

1b.

Election of Director: Ann M. Cairns

Management

For

1c.

Election of Director: Charles R. Crisp

Management

For

1d.

Election of Director: Duriya M. Farooqui

Management

For

1e.

Election of Director: Jean-Marc Forneri

Management

For

1f.

Election of Director: The Rt. Hon. the Lord Hague of Richmond

Management

For

1g.

Election of Director: Hon. Frederick W. Hatfield

Management

For

1h.

Election of Director: Thomas E. Noonan

Management

For

1i.

Election of Director: Frederic V. Salerno

Management

For

1j.

Election of Director: Jeffrey C. Sprecher

Management

For

1k.

Election of Director: Judith A. Sprieser

Management

For

1l.

Election of Director: Vincent Tese

Management

For

To approve, by non-binding vote, the advisory resolution on executive compensation for named executive officers.

Management

For

To approve the Intercontinental Exchange, Inc. 2018 Employee Stock Purchase Plan.

Management

For

To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

Management

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) Investment Managers Series Trust II

By (Signature and Title)*		/s/ Terrance P. Gallagher
		Terrance P. Gallagher, President

Date	August 13, 2018

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

Investment Managers Series Trust II (TSLW) N-PXAnnual report of proxy voting record