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.
Meeting Date | Issuer | Ticker | CUSIP | Matter | Issuer | Shareholder | Vote | With | Against | Abstained | For(M) | Against(M) |
7/17/2018 | CONSTELLATION BRANDS, INC. | STZ | 21036P108 | DIRECTORS | | | | | | | X | |
| | | | Jerry Fowden | X | | FOR | X | | | X | |
| | | | Barry A. Fromberg | X | | FOR | X | | | X | |
| | | | Robert L. Hanson | X | | FOR | X | | | X | |
| | | | Ernesto M. Hernandez | X | | FOR | X | | | X | |
| | | | Susan S. Johnson | X | | FOR | X | | | X | |
| | | | James A. Locke III | X | | FOR | X | | | X | |
| | | | Daniel J. McCarthy | X | | FOR | X | | | X | |
| | | | Richard Sands | X | | FOR | X | | | X | |
| | | | Robert Sands | X | | FOR | X | | | X | |
| | | | Judy A. Schmeling | X | | FOR | X | | | X | |
| | | | Keith E. Wandell | X | | FOR | X | | | X | |
| | | | To ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending February 28, 2019 | X | | FOR | X | | | X | |
| | | | To approve, by an advisory vote, the compensation of the Company's named executive officers as disclosed in the Proxy Statement | X | | FOR | X | | | X | |
7/10/2018 | 21ST CENTURY FOX | TFCF | 90130A | | | | | | | | X | |
| | | | A proposal to adopt the Agreement and Plan of Merger, dated as of December 13, 2017, as amended as of May 7, 2018 and as may be amended from time to time, by and among Twenty-First Century Fox, Inc. ("21CF"), a Delaware corporation, The Walt Disney Company ("Disney"), a Delaware corporation, TWC Merger Enterprises 2 Corp., a Delaware corporation and a wholly owned subsidiary of Disney, and TWC Merger Enterprises 1, LLC, a Delaware limited liability company and a wholly owned subsidiary of Disney, a copy of which is attached as Annex A, and an amendment to which is attached as Annex B, to the accompanying joint proxy statement/prospectus (referred to as the "combination merger proposal"); and | X | | FOR | X | | | X | |
| | | | A proposal to adopt the Distribution Agreement and Plan of Merger, dated as of May 7, 2018, as it may be amended from time to time, by and between 21CF, a Delaware corporation, and 21CF Distribution Merger Sub, Inc., a Delaware corporation, a copy of which is attached as Annex C to the accompanying joint proxy statement/prospectus (referred to as the "distribution merger proposal"). | X | | FOR | X | | | X | |
7/10/2018 | THE WALT DISNEY COMPANY | DIS | 254687106 | | | | | | | | X | |
| | | | To approve the issuance of Disney common stock, par value $0.01 per share, and, if applicable, Disney series B convertible preferred stock, par value $0.01 per share, to stockholders of Twenty-First Century Fox, Inc. (“21CF”) contemplated by the Agreement and Plan of Merger, dated as of December 13, 2017, as amended as of May 7, 2018 and as it may be amended from time to time, by and among 21CF, a Delaware corporation, Disney, a Delaware corporation, TWC Merger Enterprises 2 Corp., a Delaware corporation and a wholly owned subsidiary of Disney, and TWC Merger Enterprises 1, LLC, a Delaware limited liability company and a wholly owned subsidiary of Disney. | X | | FOR | X | | | X | |
| | | | To adopt certain amendments to the Restated Certificate of Incorporation of Disney relating to the dividend and voting status of shares of common stock of Disney held by subsidiaries of Disney, as described in the accompanying joint proxy statement/prospectus. | X | | FOR | X | | | X | |
| | | | To approve adjournments of the Disney special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Disney special meeting to approve the share issuance proposal. | X | | FOR | X | | | X | |
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7/17/2018 | CONCHO RESOURCES INC | CXO | 20605P101 | | | | | | | | X | |
| | | | Approval of the issuance of shares of Concho common stock in connection with the Agreement and Plan of Merger, dated March 27, 2018. | X | | FOR | X | | | X | |
7/31/2018 | SCANA CORPORATION | SCG | 80589M102 | | | | | | | | X | |
| | | | To approve the merger agreement, pursuant to which Merger Sub will be merged with and into SCANA, with SCANA surviving the merger as a wholly owned subsidiary of Dominion Energy, and each outstanding share of SCANA common stock will be converted into the right to receive 0.6690 of a share of Dominion Energy common stock, with cash paid in lieu of fractional shares. | X | | FOR | X | | | X | |
| | | | The proposal to approve, on a non-binding advisory basis, the compensation to be paid to SCANA's named executive officers that is based on or otherwise relates to the merger. | X | | FOR | X | | | X | |
| | | | The proposal to adjourn the special meeting, if necessary or appropriate, in the view of the SCANA board to solicit additional proxies in favor of the merger proposal if there are not sufficient votes at the time of the special meeting to approve the merger proposal. | X | | FOR | X | | | X | |
7/31/2018 | XEROX CORPORATION | XRX | 984121608 | DIRECTORS | | | | | | | X | |
| | | | G.Q. Brown, K.Cozza, J. Christodoro, J.J. Echevarria, N. Graziano, C.G. Krongard, S. Letier, S. M. Tucker, G. Visentin | X | | FOR | X | | | X | |
| | | | Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2018. | X | | FOR | X | | | X | |
| | | | Approval, on an advisory basis, of the 2017 compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | Authorize the adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the foregoing proposals. | X | | FOR | X | | | X | |
7/25/2018 | MCKESSON CORPORATION | MCK | 58155Q103 | DIRECTORS | | | | | | | X | |
| | | | M.A.Coles, MD, J.H. Hammergren, M.C. Jacobs, D.R. Knauss, M.L. Knowles, B.E. Lerman, E.A. Mueller, S.R. Salka, | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
| | | | Advisory vote on executive compensation. | X | | FOR | X | | | X | |
| | | | Shareholder proposal on disclosure of lobbying activities and expenditures. | | X | Against | | | X | X | |
| | | | Shareholder proposal on accelerated vesting of equity awards. | | X | Against | | | X | X | |
| | | | Shareholder proposal on policy to use GAAP financial metrics for purposes of determining executive compensation. | | X | Against | | | X | X | |
| | | | Shareholder proposal on the ownership threshold for calling special meetings of shareholders. | | X | Against | | | X | X | |
8/1/2018 | XILINX, INC. | XLNX | 983919101 | DIRECTORS | | | | | | | X | |
| | | | D. Segers, R. Chitkara, S. Gillai, R.S. Jankov, M.L. Drakauer, T.H. Lee, J.M. Patterson, V. Peng, A.A. Pimentel, M.C. Turner, E.W. Vanderslice | X | | FOR | X | | | X | |
| | | | Amendment to Company's 1990 Employee Qualified Stock Purchase Plan to increase the shares reserved for issuance by 3,000,000. | X | | FOR | X | | | X | |
| | | | Amendment to Company's 2007 Equity Incentive Plan to increase shares reserved for issuance thereunder by 3,000,000 shares. | X | | FOR | X | | | X | |
| | | | Proposal to approve, on an advisory basis, the compensation of the Company's named executive officers. | X | | FOR | X | | | X | |
| | | | Proposal to ratify the appointment of Ernst & Young LLP as the Company's external auditors for fiscal 2019. | X | | FOR | X | | | X | |
8/1/2018 | MICHAEL KORS HOLDINGS LIMITED | CPRI | G60754101 | DIRECTORS | | | | | | | X | |
| | | | M.W. Benedetto, S.F. Reitman, J.Tomlin | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending March 30, 2019. | X | | FOR | X | | | X | |
| | | | To approve, on a non-binding advisory basis, executive compensation. | X | | FOR | X | | | X | |
| | | | A shareholder proposal entitled "Renewable Energy Resolution" if properly presented at the Annual Meeting. | | X | Against | | X | | X | |
8/2/2018 | ELECTRONIC ARTS INC. | EA | 285512109 | DIRECTORS | | | | | | | X | |
| | | | L.S. Coleman, J.C. Hoag, J.T. Huber, L.F. Probst, T. Rosche, R.A. Simonson, L.A. Ubinas, H.J. Ueberroth, A. Wilson, | X | | FOR | X | | | X | |
| | | | Advisory vote on the compensation of the named executive officers. | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as our independent public registered accounting firm for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
8/2/2018 | RALPH LAUREN CORPORATION | RL | 751212101 | DIRECTORS | | | | | | | X | |
| | | | Frank A. Bennack, Jr. | X | | FOR | X | | | X | |
| | | | Joel L. Fleishman | X | | FOR | X | | | X | |
| | | | Michael A. George | X | | FOR | X | | | X | |
| | | | Hubert Joly | X | | FOR | X | | | X | |
| | | | Ratification of appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending March 30, 2019. | X | | FOR | X | | | X | |
| | | | Approval, on an advisory basis, of the compensation of our named executive officers and our compensation philosophy, policies and practices as described in our 2018 Proxy Statement. | X | | FOR | X | | | X | |
8/7/2018 | QORVO,INC | QRVO | 74736K101 | DIRECTORS | | | | | | | X | |
| | | | Ralph G. Quinsey | X | | FOR | X | | | X | |
| | | | Robert A. Bruggeworth | X | | FOR | X | | | X | |
| | | | Daniel A. DiLeo | X | | FOR | X | | | X | |
| | | | Jeffery R. Gardner | X | | FOR | X | | | X | |
| | | | Charles Scott Gibson | X | | FOR | X | | | X | |
| | | | John R. Harding | X | | FOR | X | | | X | |
| | | | David H. Y. Ho | X | | FOR | X | | | X | |
| | | | Roderick D. Nelson | X | | FOR | X | | | X | |
| | | | Dr. Walden C. Rhines | X | | FOR | X | | | X | |
| | | | Susan L. Spradley | X | | FOR | X | | | X | |
| | | | Walter H. Wilkinson, Jr | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of our Named Executive Officers (as defined in the proxy statement). | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending March 30, 2019. | X | | FOR | X | | | X | |
8/9/2018 | RED HAT, INC | RHT | 756577102 | DIRECTORS | | | | | | | X | |
| | | | S. Abbasi, W.S. Albrecht, C.T. Begley, N.K. Gupta, K.L. Hammonds, W.S. Kaizer, J.M. Whitehurst, A.W. Zollar | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, a resolution relating to Red Hat's executive compensation | X | | FOR | X | | | X | |
| | | | To ratify the selection of PricewaterhouseCoopers LLP as Red Hat's independent registered public accounting firm for the fiscal year ending February 28, 2019 | X | | FOR | X | | | X | |
7/27/2018 | THE WALT DISNEY COMPANY | DIS | 254687106 | | | | | | | | X | |
| | | | To approve the issuance of common stock, par value $0.01 per share, of TWDC Holdco 613 Corp. ("New Disney"), to stockholders of Twenty-First Century Fox, Inc. ("21CF") contemplated by the Amended and Restated Agreement and Plan of Merger, dated as of June 20, 2018, as it may be amended from time to time, by and among 21CF, a Delaware corporation, Disney, a Delaware corporation, New Disney, a Delaware corporation and a wholly owned subsidiary of Disney, WDC Merger Enterprises I, Inc., a Delaware corporation and a wholly owned subsidiary of New Disney and WDC Merger Enterprises II, Inc., a Delaware corporation and a wholly owned subsidiary of New Disney. | X | | FOR | X | | | X | |
| | | | To approve adjournments of the Disney special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Disney special meeting to approve the share issuance proposal. | X | | FOR | X | | | X | |
7/27/2018 | 21st CENTURY FOX | | | | | | | | | | X | |
| | | | A proposal to adopt the Amended and Restated Agreement and Plan of Merger, dated as of June 20, 2018, as it may be amended from time to time, by and among Twenty-First Century Fox, Inc. (“21CF”), a Delaware corporation, The Walt Disney Company (“Disney”), a Delaware corporation, TWDC Holdco 613 Corp. (“New Disney”), a Delaware corporation and a wholly owned subsidiary of Disney, WDC Merger Enterprises I, Inc., a Delaware corporation and a wholly owned subsidiary of New Disney, and WDC Merger Enterprises II, Inc., a Delaware corporation and a wholly owned subsidiary of New Disney, a copy of which is attached as Annex A to the accompanying joint proxy statement/prospectus (referred to as the “combination merger proposal”); and | X | | FOR | X | | | X | |
| | | | A proposal to adopt the Amended and Restated Distribution Agreement and Plan of Merger, dated as of June 20, 2018, as it may be amended from time to time, by and between 21CF and 21CF Distribution Merger Sub, Inc., a Delaware corporation, a copy of which is attached as Annex B to the accompanying joint proxy statement/prospectus (referred to as the “distribution merger proposal”); | X | | FOR | X | | | X | |
| | | | A proposal to approve an amendment to the Restated Certificate of Incorporation of 21CF (referred to as the “21CF charter”) with respect to the hook stock shares as described in the accompanying joint proxy statement/prospectus and the certificate of amendment to the 21CF charter, a copy of which is attached as Annex E to the accompanying joint proxy statement/prospectus (referred to as the “21CF charter amendment proposal”); | X | | FOR | X | | | X | |
| | | | A proposal to approve adjournments of the 21CF special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the 21CF special meeting to approve the combination merger proposal, the distribution merger proposal or the 21CF charter amendment proposal (referred to as the "21CF adjournment proposal"); and | X | | FOR | X | | | X | |
| | | | A proposal to approve, by non-binding, advisory vote, certain compensation that may be paid or become payable to 21CF's named executive officers in connection with the transactions and the agreements and understandings pursuant to which such compensation may be paid or become payable (referred to as the "compensation proposal"). | X | | FOR | X | | | X | |
8/15/2018/ | THE J.M. SMUCKER COMPANY | SJM | 832696405 | DIRECTORS | | | | | | | X | |
| | | | K.W. Dindo, P.J. Dolan, J.L. Henderson, E.V. Long, G.A. Oatey, K.L. Perry, S. Pianalto, N.L. Russell, A. Shumate, M.T. Smucker, R.K. Smucker, T.P. Smucker, D.C. Willoughby | X | | FOR | X | | | X | |
| | | | Ratification of appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Advisory approval of the Company's executive compensation. | X | | FOR | X | | | X | |
7/26/2018 | GGP INC | GGP | 36174X101 | | | | | | | | X | |
| 0 | | | Proposal to adopt the Agreement and Plan of Merger, dated as of March 26, 2018, by and among Brookfield Property Partners L.P. ("BPY"), Goldfinch Merger Sub Corp., and GGP Inc. ("GGP"), as amended on June 25, 2018, and as may be further amended from time to time in accordance with its terms, pursuant to which BPY has agreed to acquire GGP through a series of transactions (the "Transactions"). | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP certificate of incorporation to authorize new classes of capital stock and implement other ancillary amendments. | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP certificate of incorporation to remove the ability of stockholders to prohibit the board of directors of Brookfield Property REIT Inc., the new name of GGP after the consummation of the Transactions ("BPR"), from further amending the GGP bylaws that were amended by such stockholders. | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP certificate of incorporation to impose a voting requirement of 66 2/3% of the voting power of the capital stock entitled to vote to amend or repeal the GGP bylaws. | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP certificate of incorporation to impose a voting requirement of 66 2/3% of the voting power of the capital stock entitled to vote to remove a director of BPR. | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP bylaws to include a provision requiring BPR to include in its proxy statements and proxy cards director candidates selected by a BPY affiliate. | X | | FOR | X | | | X | |
| | | | Proposal to approve amending and restating the GGP bylaws to eliminate the stockholders' power to call special meetings and to implement other ancillary amendments. | X | | FOR | X | | | X | |
| | | | Proposal to approve, by non-binding, advisory vote, the compensation that may become payable to the GGP named executive officers in connection with the Transactions. | X | | FOR | X | | | X | |
8/8/2018 | CA, INC. | A | 12673P105 | DIRECTORS | | | | | | | X | |
| | | | J. Alder, N. A. Altobello, R.J. Bromark, M.P. Gregoire, J.M. Hobby, R. Kapoor, J.G. Katz, K. Koplovitz, C.B. Lofgren, R. Sulpizio, | X | | FOR | X | | | X | |
| | | | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of our Named Executive Officers. | X | | FOR | X | | | X | |
8/9/2018 | THE WILLIAMS COMPANIES, INC. | DIS | 969457100 | | | | | | | | X | |
| | | | To approve the adoption of an amendment to The Williams Companies, Inc. ("WMB") certificate of incorporation (the "Charter Amendment") to increase the number of authorized shares of capital stock from 990,000,000 shares to 1,500,000,000 shares, consisting of 1,470,000,000 shares of WMB common stock, par value $1.00 per share, and 30,000,000 shares of WMB preferred stock, par value $1.00 per share (the "Charter Amendment Proposal"). | X | | FOR | X | | | X | |
| | | | To approve, subject to and conditioned upon the effectiveness of the Charter Amendment, the issuance of WMB common stock pursuant to the Agreement and Plan of Merger, dated as of May 16, 2018 (the "Stock Issuance Proposal"). | X | | FOR | X | | | X | |
| | | | To approve the adjournment of the special meeting from time to time, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the Charter Amendment Proposal or the Stock Issuance Proposal. | X | | FOR | X | | | X | |
8/24/2018 | CIGNA CORPORATION | CI | 125509109 | | | | | | | | X | |
| | | | To adopt the Agreement and Plan of Merger, dated as of March 8, 2018, as amended by Amendment No. 1, dated as of June 27, 2018, and as it may be further amended from time to time (the "merger agreement"), by and among Cigna, Express Scripts Holding Company ("Express Scripts"), Halfmoon Parent, Inc., Halfmoon I, Inc. and Halfmoon II, Inc. | X | | FOR | X | | | X | |
| | | | To approve the adjournment of the special meeting of Cigna stockholders (the "Cigna special meeting"), if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the proposal to adopt the merger agreement. | X | | FOR | X | | | X | |
8/14/2018 | MICROCHIP TECHNOLOGY INCORPORATED | MCHP | 595017104 | DIRECTORS | | | | | | | X | |
| | | | S.Sanghi, M.W. Chapman, L.B. Day, E.L. Johnson, W.F. Meyercord | X | | FOR | X | | | X | |
| | | | Proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm of Microchip for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
| | | | Proposal to approve, on an advisory (non-binding) basis, the compensation of our named executives. | X | | FOR | X | | | X | |
8/24/2018 | EXPRESS SCRIPTS HOLDING COMPANY | ESRX | 30219G108 | | | | | | | | | |
| | | | A proposal to adopt the Agreement and Plan of Merger, dated as of March 8, 2018, as amended by Amendment No. 1, dated as of June 27, 2018, and as it may be further amended from time to time (the "Merger Agreement"), by and among Cigna Corporation, Express Scripts Holding Company ("Express Scripts"), Halfmoon Parent, Inc., Halfmoon I, Inc. and Halfmoon II, Inc. | X | | FOR | X | | | X | |
| | | | A proposal to approve the adjournment of the Express Scripts special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the proposal to adopt the Merger Agreement. | X | | FOR | X | | | X | |
| | | | A proposal to approve, by a non-binding advisory vote, certain compensation arrangements that may be paid or become payable to Express Scripts' named executive officers in connection with the mergers contemplated by the Merger Agreement. | X | | FOR | X | | | X | |
9/21/2018 | TAKE-TWO INTERACTIVE SOFTWARE, INC. | TTWO | 874054109 | DIRECTORS | | | | | | | | |
| | | | Strauss Zelnick | X | | FOR | X | | | X | |
| | | | Michael Dornemann | X | | FOR | X | | | X | |
| | | | J Moses | X | | FOR | X | | | X | |
| | | | Michael Sheresky | X | | FOR | X | | | X | |
| | | | LaVerne Srinivasan | X | | FOR | X | | | X | |
| | | | Susan Tolson | X | | FOR | X | | | X | |
| | | | Paul Viera | X | | FOR | X | | | X | |
| | | | Approval, on a non-binding advisory basis, of the compensation of the Company's "named executive officers" as disclosed in the Proxy Statement. | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Ernst & Young LLP as our Independent registered public accounting firm for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
9/13/2018 | H&r BLOCK, INC. | HRB | 093671105 | DIRECTORS | | | | | | | | |
| | | | A.N. Archon, P.J. Brown, R.A. Gerard, R.A. Johnson, J.J. Jones, II, D.B. Lewis, V.J. Reich, B.C. Rohde, M.E. Winter, C. Wood | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending April 30, 2019. | X | | FOR | X | | | X | |
| | | | Advisory approval of the Company's named executive officer compensation. | X | | FOR | X | | | X | |
| | | | Shareholder proposal requesting that each bylaw amendment adopted by the board of directors not become effective until approved by shareholders, if properly presented at the meeting. | | X | AGAINST | | X | | X | |
9/14/2018 | ZIONS BANCORPORATION | ZION | 989701107 | | | | | | | | | |
| | | | RESTRUCTURING PROPOSAL. To approve the Agreement and Plan of Merger, dated as of April 5, 2018, by and between the Company and its wholly-owned subsidiary, ZB, N.A., as amended and restated July 10, 2018 and as such plan of merger may be amended from time to time. | X | | FOR | X | | | X | |
| | | | ADJOURNMENT PROPOSAL. To authorize the Board of Directors to adjourn or postpone the special meeting to a later date, if necessary or appropriate, including adjournments to permit further solicitation of proxies in favor of the restructuring proposal or to vote on other matters properly brought before the special meeting. | X | | FOR | X | | | X | |
| | | | OTHER BUSINESS. On any other matter properly presented for action by shareholders at the special meeting, such as any matters incident to the conduct of the meeting, the proxies are authorized to vote the shares represented by this appointment of proxy according to their best judgment. | X | | FOR | X | | | X | |
9/24/2018 | MARATHON PETROLEUM CORPORATION | MPC | 56585A102 | | | | | | | | | |
| | | | To approve the issuance of shares of MPC common stock in connection with the merger as contemplated by the Agreement and Plan of Merger, dated as of April 29, 2018, among Andeavor, MPC, Mahi Inc. and Mahi LLC, as such agreement may be amended from time to time. | X | | FOR | X | | | X | |
| | | | To approve an amendment to the company's Restated Certificate of Incorporation, as amended, to increase the number of authorized shares of MPC common stock from one billion to two billion. | X | | FOR | X | | | X | |
| | | | To approve an amendment to the company's Restated Certificate of Incorporation, as amended, to increase the maximum number of directors authorized to serve on the MPC board of directors from 12 to 14. | X | | FOR | X | | | X | |
| | | | To adjourn the special meeting, if reasonably necessary, to provide stockholders with any required supplement or amendment to the joint proxy statement/prospectus or to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve Proposal 1. | X | | FOR | X | | | X | |
9/13/2018 | NETAPP, INC | NTAP | 64110D104 | DIRECTORS | | | | | | | | |
| | | | T. M. Nevens, G. Held, K.M. Hill, D. L. Kerr, G. Kurian, S.F. Schenkel, G.T. Shaheen, R.P. Wallace | X | | FOR | X | | | X | |
| | | | To approve an amendment to NetApp's Amended and Restated 1999 Stock Option Plan to increase the share reserve by an additional 9,000,000 shares of common stock. | X | | FOR | X | | | X | |
| | | | To approve an amendment to NetApp's Employee Stock Purchase Plan to increase the share reserve by an additional 2,000,000 shares of common stock. | X | | FOR | X | | | X | |
| | | | To hold an advisory vote to approve Named Executive Officer compensation. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Deloitte & Touche LLP as NetApp's independent registered public accounting firm for the fiscal year ending April 26, 2019. | X | | FOR | X | | | X | |
| | | | To ratify the stockholder special meeting provisions in NetApp's bylaws. | X | | FOR | X | | | X | |
9/19/2018 | DARDEN RESTAURANTS, INC. | DRI | 237194105 | DIRECTORS | | | | | | | | |
| | | | Margaret Shan Atkins | X | | FOR | X | | | X | |
| | | | James P. Fogarty | X | | FOR | X | | | X | |
| | | | Cynthia T. Jamison | X | | FOR | X | | | X | |
| | | | Eugene I. Lee, Jr. | X | | FOR | X | | | X | |
| | | | Nana Mensah | X | | FOR | X | | | X | |
| | | | William S. Simon | X | | FOR | X | | | X | |
| | | | Charles M. Sonsteby | X | | FOR | X | | | X | |
| | | | Timothy J. Wilmott | X | | FOR | X | | | X | |
| | | | To obtain advisory approval of the Company's executive compensation. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending May 26, 2019. | X | | FOR | X | | | X | |
| | | | To vote on a shareholder proposal requesting that the Company issue a report on the feasibility of adopting a policy to eliminate the use of medically important antibiotics for disease prevention in its supply chain. | | X | AGAINST | | X | | X | |
9/20/2018 | NIKE, INC. | NKE | 654106103 | DIRECTORS | | | | | | | | |
| | | | Alan B. Graf, Jr. | X | | FOR | X | | | X | |
| | | | John C. Lechleiter | X | | FOR | X | | | X | |
| | | | Michelle A. Peluso | X | | FOR | X | | | X | |
| | | | To approve executive compensation by an advisory vote. | X | | FOR | X | | | X | |
| | | | To consider a shareholder proposal regarding political contributions disclosure. | | X | AGAINST | | X | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm. | X | | FOR | X | | | X | |
9/24/2018 | ANDEAVOR | ANDV | 03349M105 | | | | | | | | | |
| | | | To adopt the Agreement and Plan of Merger, dated as of April 29, 2018, among Andeavor, Marathon Petroleum Corporation, Mahi Inc. and Mahi LLC, as such agreement may be amended from time to time, which is referred to as the merger agreement. | X | | FOR | X | | | X | |
| | | | To approve, by a non-binding advisory vote, certain compensation that may be paid or become payable to Andeavor's named executive officers that is based on or otherwise relates to the merger contemplated by the merger agreement. | X | | FOR | X | | | X | |
| | | | To adjourn the special meeting, if reasonably necessary to provide stockholders with any required supplement or amendment to the joint proxy statement/prospectus or to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve Proposal 1 | X | | FOR | X | | | X | |
9/21/2018 | CONAGRA BRANDS, INC. | CAG | 205887102 | DIRECTORS | | | | | | | | |
| | | | Anil Arora | X | | FOR | X | | | X | |
| | | | Thomas K. Brown | X | | FOR | X | | | X | |
| | | | Stephen G. Butler | X | | FOR | X | | | X | |
| | | | Sean M. Connolly | X | | FOR | X | | | X | |
| | | | Joie A. Gregor | X | | FOR | X | | | X | |
| | | | Rajive Johri | X | | FOR | X | | | X | |
| | | | Richard H. Lenny | X | | FOR | X | | | X | |
| | | | Ruth Ann Marshall | X | | FOR | X | | | X | |
| | | | Craig P. Omtvedt | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of independent auditor for fiscal 2019 | X | | FOR | X | | | X | |
| | | | Advisory approval of the Company's named executive officer compensation. | X | | FOR | X | | | X | |
9/25/2018 | GENERAL MILLS, INC. | GIS | 370334104 | DIRECTORS | | | | | | | | |
| | | | A.B. Davis, R.K. Clark, D.M. Cordani, R.W. Ferguson, Jr., J.L. Harmening, M.G. Henry, H.G. Miller, S. Odland, M.A. Sastre, E.D. Sprunk, J.A. Uribe | X | | FOR | X | | | X | |
| | | | Advisory Vote on Executive Compensation. | X | | FOR | X | | | X | |
| | | | Ratify Appointment of the Independent Registered Public Accounting Firm. | X | | FOR | X | | | X | |
| | | | Shareholder Proposal for Report on Pesticide Use in Our Supply Chain and its Impacts on Pollinators. | | X | AGAINST | | X | | X | |
9/24/2018 | FEDEX CORPORATION | FDX | 31428X106 | DIRECTORS | | | | | | | | |
| | | | J.A. Edwardson, M.R. Ellison, S.P. Griffith, J.C. Inglis, K.A. Jabal, S.A. Jackson, R.Brad Martin, J.C. Ramo, S.C. Schwab, F.W. Smith, D.P. Steiner, P.S. Walsh | X | | FOR | X | | | X | |
| | | | Advisory vote to approve named executive officer compensation. | X | | FOR | X | | | X | |
| | | | Ratification of independent registered public accounting firm. | X | | FOR | X | | | X | |
| | | | Stockholder proposal regarding lobbying activity and expenditure report. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal regarding shareholder right to act by written consent. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal regarding shareholder approval of bylaw changes. | | X | AGAINST | | X | | X | |
9/12/2018 | SCANA CORPORATION | SCG | 80589M102 | DIRECTORS | | | | | | | | |
| | | | James A. Bennett* | X | | FOR | X | | | X | |
| | | | Lynne M. Miller* | X | | FOR | X | | | X | |
| | | | James W. Roquemore* | X | | FOR | X | | | X | |
| | | | Maceo K. Sloan* | X | | FOR | X | | | X | |
| | | | John E. Bachman# | X | | FOR | X | | | X | |
| | | | Patricia D. Galloway# | X | | FOR | X | | | X | |
| | | | Advisory (non-binding) vote to approve executive compensation. | X | | FOR | X | | | X | |
| | | | Approval of the appointment of the independent registered public accounting firm. | X | | FOR | X | | | X | |
| | | | Approval of Board-proposed amendments to Article 8 of our Articles of Incorporation to declassify the Board of Directors and provide for the annual election of all directors. | X | | FOR | X | | | X | |
| | | | Vote on shareholder proposal for assessment of the impact of public policies and technological advances consistent with limiting global warming. | | X | AGAINST | | X | | X | |
9/11/2018 | ENVISION HEALTHCARE CORPORATION | EVHG | 29414D100 | DIRECTORS | | | | | | | | |
| | | | J.T. Gawaluck, J.A. Jacobs, K.P. Lavender, L.M. Riggs, Jr. MD. | X | | FOR | X | | | X | |
| | | | To adopt the Agreement and Plan of Merger, dated as of June 10, 2018 (as it may be amended from time to time, the "merger agreement"), by and among Envision Healthcare Corporation, a Delaware corporation ("Envision" or the "Company"), Enterprise Parent Holdings Inc., a Delaware corporation ("Parent") and Enterprise Merger Sub Inc., an indirect wholly owned subsidiary of Parent (the "Merger Sub"), pursuant to which Merger Sub will be merged with and into the Company (the "merger"). | X | | FOR | X | | | X | |
| | | | To approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to Envision's named executive officers in connection with the merger. | X | | FOR | X | | | X | |
| | | | To approve the adjournment of the annual meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the annual meeting to approve the proposal to adopt the merger agreement or in the absence of a quorum. | X | | FOR | X | | | X | |
| | | | To amend Envision's Second Amended and Restated Certificate of Incorporation, dated December 1, 2016 to declassify the Board of Directors and to eliminate the Series A-1 Mandatory Convertible Preferred Stock. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory (non-binding) basis, of the compensation of Envision's named executive officers. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Deloitte & Touche LLP as Envision Healthcare Corporation's independent registered public accounting firm for the year ending December 31, 2018. | X | | FOR | X | | | X | |
10/9/2018 | THE PROCTOR & GAMBLE COMPANY | PG | 742718109 | DIRECTORS | | | | | | | | |
| | | | F.S. Blake, A.F. Braly, A.L. Chang, D.I. Chenault, S.D. Cook, J. Jimenez, T.J. Lundren, W.J. McNerney, Jr., N. Peltz, D.S. Taylor, M.C. Whitman, P.A. Woertz, E. Zedillo | X | | FOR | X | | | X | |
| | | | Ratify Appointment of the Independent Registered Public Accounting Firm | X | | FOR | X | | | X | |
| | | | Advisory Vote on the Company's Executive Compensation (the "Say on Pay" vote) | X | | FOR | X | | | X | |
10/26/2018 | HARRIS CORPORATION | HRS | 413875105 | DIRECTORS | | | | | | | | |
| | | | J.F. Albaugh, S.B. Bailey, W.M. Brown, P.W. Chiarelli, T.A. Dattilo, R.B. Fradin, L. Hay III, V.I. Joshi, L.F. Kenne, G.T. Swieton, H.E. Tookes II | X | | FOR | X | | | X | |
| | | | Advisory Vote to Approve the Compensation of Named Executive Officers as Disclosed in the Proxy Statement. | X | | FOR | X | | | X | |
| | | | Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for Fiscal Year 2019. | X | | FOR | X | | | X | |
10/30/2018 | SEAGATE TECHNOLOGY PLC | STX | G7945M107 | DIRECTORS | | | | | | | | |
| | | | W.D. Mosley, S.J. Luczo, MW. Adams, J.Brunder, M.R. Cannon, W.T. Coleman, J.L. Geldmacher, D. Haggart, S. Tilenius, E.J. Zander | X | | FOR | X | | | X | |
| | | | Approve, in an advisory, non-binding vote, the compensation of the Company's named executive officers ("Say-on-Pay"). | X | | FOR | X | | | X | |
| | | | Ratify, in a non-binding vote, the appointment of Ernst & Young LLP as the independent auditors of the Company and to authorize, in a binding vote, the Audit Committee of the Company's Board of Directors to set the auditors' remuneration. | X | | FOR | X | | | X | |
| | | | Grant the Board the authority to allot and issue shares under Irish law. | X | | FOR | X | | | X | |
| | | | Grant the Board the authority to opt-out of statutory pre-emption rights under Irish law. | X | | FOR | X | | | X | |
| | | | Determine the price range at which the Company can re-allot shares that it acquires as treasury shares under Irish law. | X | | FOR | X | | | X | |
11/6/2018 | AUTOMATIC DATA PROCESSING, INC. | ADP | 053015103 | DIRECTORS | | | | | | | | |
| | | | P. Bisson, R.T. Clark, E.C. Fast, L.R. Gooden, M.P. Gregoire, R.G. Hubbard, J.P. Jones, T.J. Lynch, S.F. Powers, W.J. Ready, C.A. Rodriguez, S.S. Wijnberg | X | | FOR | X | | | X | |
| | | | Advisory Vote on Executive Compensation. | X | | FOR | X | | | X | |
| | | | Approval of the 2018 Omnibus Award Plan. | X | | FOR | X | | | X | |
| | | | Ratification of the Appointment of Auditors. | X | | FOR | X | | | X | |
11/7/2018 | KLA-TENCOR CORPORATION | KLAC | 482480100 | DIRECTORS | | | | | | | | |
| | | | E.W. Barnholt, R.M. Calderoni, J.T. Dickson, E.Higashi, K.J. Kennedy, G.B. Moore, K.M. Patel, A.G. Pinczuk, R.A. Rango, R.P. Wallace | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2019. | X | | FOR | X | | | X | |
| | | | Approval on a non-binding, advisory basis of our named executive officer compensation. | X | | FOR | X | | | X | |
| | | | Adoption of our Amended and Restated 2004 Equity Incentive Plan. | X | | FOR | X | | | X | |
11/6/2018 | COTY INC | COTY | 222070203 | DIRECTORS | | | | | | | | |
| | | | Lambertus J. H. Becht | X | | FOR | X | | | X | |
| | | | Sabine Chalmers | X | | FOR | X | | | X | |
| | | | Joachim Faber | X | | FOR | X | | | X | |
| | | | Olivier Goudet | X | | FOR | X | | | X | |
| | | | Peter Harf | X | | FOR | X | | | X | |
| | | | Paul S. Michaels | X | | FOR | X | | | X | |
| | | | Camillo Pane | X | | FOR | X | | | X | |
| | | | Erhard Schoewel | X | | FOR | X | | | X | |
| | | | Robert Singer | X | | FOR | X | | | X | |
| | | | Approval, on an advisory (non-binding) basis, the compensation of Coty Inc.'s named executive officers, as disclosed in the proxy statement | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2019 | X | | FOR | X | | | X | |
10/24/2018 | PARKER-HANNIFIN CORPORATION | PH | 701094104 | DIRECTORS | | | | | | | | |
| | | | L.C. Banks, R.G. Bohn, L.S. Harty, K.A. Lobo, C.M. Obourn, J. Scaminace, A. Svensson, J.R. Verrier, J.L. Wainscott, T.L. Williams, | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending June 30, 2019. | X | | FOR | X | | | X | |
| | | | Approval of, on a non-binding, advisory basis, the compensation of our Named Executive Officers. | X | | FOR | X | | | X | |
| | | | Approval of an amendment to our Code of Regulations to permit proxy access. | X | | FOR | X | | | X | |
| | | | Amendment to our Code of Regulations to allow the Board to amend our Code of Regulations to the extent permitted by Ohio law. | X | | FOR | X | | | X | |
11/6/2018 | NEWS CORP | NWSA | 65249B208 | DIRECTORS | | | | | | | | |
| | | | K.R. Murdoch, L.K. Murdoch, R.J. Thomson, K. Ayotte, J.M. Aznar, N. Bancroft, P.L. Barnes, J.I. Klewin, J.R. Murdoch, A.P. Pessoa, M. Siddiqui | X | | FOR | X | | | X | |
| | | | Ratification of the Selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending June 30, 2019. | X | | FOR | X | | | X | |
| | | | Advisory Vote to Approve Executive Compensation. | X | | FOR | X | | | X | |
11/13/2018 | THE ESTEE LAUDER COMPANIES INC | EL | 518439104 | DIRECTORS | | | | | | | | |
| | | | R.M. Bravo, P.J. Fribourg, I.O. Hockaday, Jr., J. Hyman, B.S. Sternlicht | X | | FOR | X | | | X | |
| | | | Ratification of appointment of KPMG LLP as independent auditors for the 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation. | X | | FOR | X | | | X | |
11/5/2018 | CME GROUP INC | CME | 12572Q105 | | X | | | | | | | |
| | | | Approve an amendment and restatement of our certificate of incorporation to eliminate all or some of the Class B Election Rights. | X | | FOR | X | | | X | |
10/30/2018 | CINTAS CORPORATION | CTAS | 172908105 | DIRECTORS | | | | | | | | |
| | | | G.S. Adolph, J.F. Barrett, M.W. Barstad, R.E. Coletti, S.D. Farmer, J.J. Johnson, J. Scanminace, R.W. Tysoe, | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, named executive officer compensation. | X | | FOR | X | | | X | |
| | | | To ratify Ernst & Young LLP as our independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
11/14/2018 | ORACLE CORPORATION | ORCL | 68389X105 | DIRECTORS | | | | | | | | |
| | | | Jeffrey S. Berg | X | | FOR | X | | | X | |
| | | | Michael J. Boskin | X | | FOR | X | | | X | |
| | | | Safra A. Catz | X | | FOR | X | | | X | |
| | | | Bruce R. Chizen | X | | FOR | X | | | X | |
| | | | George H. Conrades | X | | FOR | X | | | X | |
| | | | Lawrence J. Ellison | X | | FOR | X | | | X | |
| | | | Hector Garcia-Molina | X | | FOR | X | | | X | |
| | | | Jeffrey O. Henley | X | | FOR | X | | | X | |
| | | | Mark V. Hurd | X | | FOR | X | | | X | |
| | | | Renee J. James | X | | FOR | X | | | X | |
| | | | Charles W. Moorman IV | X | | FOR | X | | | X | |
| | | | Leon E. Panetta | X | | FOR | X | | | X | |
| | | | William G. Parrett | X | | FOR | X | | | X | |
| | | | Naomi O. Seligman | X | | FOR | X | | | X | |
| | | | Advisory Vote to Approve the Compensation of the Named Executive Officers. | X | | FOR | X | | | X | |
| | | | Ratification of the Selection of Ernst & Young LLP as Independent Registered Public Accounting Firm for Fiscal Year 2019. | X | | FOR | X | | | X | |
| | | | Stockholder Proposal Regarding Pay Equity Report. | | X | AGAINST | | X | | X | |
| | | | Stockholder Proposal Regarding Political Contributions Report. | | X | AGAINST | | X | | X | |
| | | | Stockholder Proposal Regarding Lobbying Report. | | X | AGAINST | | X | | X | |
| | | | Stockholder Proposal Regarding Independent Board Chair. | | X | AGAINST | | X | | X | |
11/7/2018 | CARDINAL HEALTH, INC. | CAH | 14149Y108 | DIRECTORS | | | | | | | | |
| | | | C.F. Arnold, C.S. Cox, C. Darden, B.L. Downey, P.A. Hemingway Hall, A. Johri, M.C. Kaufmann, G.B. Kenny, N. Killefer | X | | FOR | X | | | X | |
| | | | Proposal to ratify the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending June 30, 2019. | X | | FOR | X | | | X | |
| | | | Proposal to approve, on a non-binding advisory basis, the compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | Shareholder proposal, if properly presented, on a policy to not exclude legal and compliance costs for purposes of determining executive compensation. | | X | AGAINST | | X | | X | |
| | | | Shareholder proposal, if properly presented, on the ownership threshold for calling a special meeting of shareholders. | | X | AGAINST | | X | | X | |
11/6/2018 | LAM RESEARCH CORPORATION | LRCX | 512807108 | DIRECTORS | | | | | | | | |
| | | | Martin B. Anstice | X | | FOR | X | | | X | |
| | | | Eric K. Brandt | X | | FOR | X | | | X | |
| | | | Michael R. Cannon | X | | FOR | X | | | X | |
| | | | Youssef A. El-Mansy | X | | FOR | X | | | X | |
| | | | Christine A. Heckart | X | | FOR | X | | | X | |
| | | | Catherine P. Lego | X | | FOR | X | | | X | |
| | | | Stephen G. Newberry | X | | FOR | X | | | X | |
| | | | Abhijit Y. Talwalkar | X | | FOR | X | | | X | |
| | | | Lih Shyng Tsai | X | | FOR | X | | | X | |
| | | | Advisory vote to approve the compensation of the named executive officers of Lam Research, or "Say on Pay." | X | | FOR | X | | | X | |
| | | | Approval of the adoption of the Lam Research Corporation 1999 Employee Stock Purchase Plan, as amended and restated. | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of the independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
11/8/2018 | TAPESTRY, INC. | TPR | 876030107 | DIRECTORS | | | | | | | | |
| | | | D. Cavens, D. Denton, A. Gates, A. Guerra, S. Kropf, A. Yu Long, V. Luis, I. Menezes, W. Nuti, J. Zeitlin | X | | FOR | X | | | X | |
| | | | To consider and vote upon the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending June 29, 2019. | X | | FOR | X | | | X | |
| | | | To consider and vote upon the approval, on a non-binding advisory basis, of the Company's executive compensation as described in the proxy statement. | X | | FOR | X | | | X | |
| | | | To consider and vote upon the approval of the Tapestry, Inc. 2018 Stock Incentive Plan. | X | | FOR | X | | | X | |
11/7/2018 | WESTERN DIGITAL CORPORATION | WDC | 958102105 | DIRECTORS | | | | | | | | |
| | | | M.I. Cole, K.A. Cote, H.T. DeNero, T. Doluca, M.D. Lambert, L.J. Lauer, M.E. Massengill, S.D. Milligan, P.A. Price | X | | FOR | X | | | X | |
| | | | To approve on an advisory basis the named executive officer compensation disclosed in the Proxy Statement. | X | | FOR | X | | | X | |
| | | | To approve an amendment and restatement of our 2017 Performance Incentive Plan that would, among other things, increase by 6,000,000 the number of shares of our common stock available for issuance under the plan. | X | | FOR | X | | | X | |
| | | | To approve an amendment and restatement of our 2005 Employee Stock Purchase Plan that would, among other things, increase by 10,000,000 the number of shares of our common stock available for issuance under the plan. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending June 28, 2019. | X | | FOR | X | | | X | |
11/14/2018 | THE CLOROX COMPANY | CLX | 189054109 | DIRECTORS | | | | | | | | |
| | | | A. Banse, R.H. Carmona, B. Dorer, S.C. Fleischer, E. Lee, A.D. D. Mackay, R.W. Matschullat, M.J. Shattock, P. Thomas-Graham, C.M. Ticknor, R. Weiner, C.J. Williams | X | | FOR | X | | | X | |
| | | | Advisory Vote to Approve Executive Compensation. | X | | FOR | X | | | X | |
| | | | Ratification of Independent Registered Public Accounting Firm. | X | | FOR | X | | | X | |
| | | | Approval of the Amended and Restated Certificate of Incorporation to Eliminate the Supermajority Voting Provision. | X | | FOR | X | | | X | |
11/14/2018 | TWENTY-FIRST CENTURY FOX | TFCF | 90130A | DIRECTORS | | | | | | | | |
| | | | K.R. Murdoch AC, L.K. Murdoch, D. Amault, J.W. Breyer, C. Carey, D.F. DeVoe, Sir Roderick I. Eddington, J.R. Murdoch, J.Nasser AC, R.S. Silberman, T. Thiam | X | | FOR | X | | | X | |
| | | | 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, 2019. | X | | FOR | X | | | X | |
| | | | Advisory Vote on Executive Compensation. | X | | FOR | X | | | X | |
| | | | Stockholder Proposal regarding Elimination of the Company's Dual Class Capital Structure. | | X | AGAINST | | X | | X | |
11/8/2018 | BROADRIDGE FINANCIAL SOLUTIONS, INC. | BR | 11133T103 | DIRECTORS | | | | | | | | |
| | | | L.A. Brun, P.L. Carter, R.J. Daly, R.N. Duelks, B.A. Keller, S.R. Levine, M.A. Markus, T.J. Pema, A.J. Weber | X | | FOR | X | | | X | |
| | | | Advisory vote to approve the compensation of the Company's Named Executive Officers (the Say on Pay Vote). | X | | FOR | X | | | X | |
| | | | To approve the 2018 Omnibus Award Plan. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accountants for the fiscal year ending June 30, 2019. | X | | FOR | X | | | X | |
10/22/2018 | THE TJX COMPANIES, INC. | TJX | 872540109 | | | | | | | | | |
| | | | An amendment to the Company's Fourth Restated Certificate of Incorporation to increase the number of authorized shares of common stock, par value $1.00 per share, from 1,200,000,000 shares to 1,800,000,000 shares. | X | | FOR | X | | | X | |
11/16/2018 | SYSCO CORPORATION | SYY | 871829 | DIRECTORS | | | | | | | | |
| | | | T>L. Bene, D.J. Brutto, J.M. Cassaday, J.D. Frank, L.C. Glasscock, B.M. Halverson, J.M. Hinshaw, H. Koerber, N.S. Newcomb, N. Peltz, E.D. Shirley, S.G. Talton | X | | FOR | X | | | X | |
| | | | To approve the adoption of the Sysco Corporation 2018 Omnibus Incentive Plan. | X | | FOR | X | | | X | |
| | | | To approve, by advisory vote, the compensation paid to Sysco's named executive officers, as disclosed in Sysco's 2018 proxy statement. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Ernst & Young LLP as Sysco's independent registered public accounting firm for fiscal 2019. | X | | FOR | X | | | X | |
| | | | To consider a stockholder proposal, if properly presented at the meeting, regarding a policy limiting accelerated vesting of equity awards upon a change in control. | | X | AGAINST | | X | | X | |
11/28/2018 | CAMPBELL SOUP COMPANY | CPB | 134429 | DIRECTORS | | | | | | | | |
| | | | Franci Blassberg | | X | Withhold | | X | | X | |
| | | | Matthew Cohen | | X | Withhold | | X | | X | |
| | | | Sarah Hofstetter | | X | Withhold | | X | | X | |
| | | | Munib Islam | | X | Withhold | | X | | X | |
| | | | Lawrence Karlson | | X | Withhold | | X | | X | |
| | | | Bozoma Saint John | | X | Withhold | | X | | X | |
| | | | Kurt Schmidt | | X | Withhold | | X | | X | |
| | | | Raymond Silcock | | X | Withhold | | X | | X | |
| | | | David Silverman | | X | Withhold | | X | | X | |
| | | | Michael Silverstein | | X | Withhold | | X | | X | |
| | | | George Strawbridge | | X | Withhold | | X | | X | |
| | | | William Toler | | X | Withhold | | X | | X | |
| | | | Company's proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2019. | X | | FOR | X | | | X | |
| | | | Company's proposal of an advisory resolution to approve executive compensation. | X | | FOR | X | | | X | |
11/14/2018 | RESMED INC. | RMD | 761152107 | DIRECTORS | | | | | | | | |
| | | | Election of director to serve until our 2021 annual meeting: Peter Farrell | X | | FOR | X | | | X | |
| | | | Election of director to serve until our 2021 annual meeting: Harjit Gill | X | | FOR | X | | | X | |
| | | | Election of director to serve until our 2021 annual meeting: Ron Taylor | X | | FOR | X | | | X | |
| | | | Ratify our selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending June 30, 2019. | X | | FOR | X | | | X | |
| | | | Approve an amendment to the ResMed Inc. 2009 Employee Stock Purchase Plan, which increases the number of shares authorized for issue under the plan by 2 million shares, from 4.2 million shares to 6.2 million shares, and extends the term of the plan through November 15, 2028. | X | | FOR | X | | | X | |
| | | | Approve, on an advisory basis, the compensation paid to our named executive officers, as disclosed in this proxy statement ("say-on-pay"). | X | | FOR | X | | | X | |
11/29/2018 | CAMPBELL SOUP COMPANY | CPB | 134429 | DIRECTORS | | | | | | | | |
| | | | Fabiola R. Arredondo | X | | FOR | X | | | X | |
| | | | Howard M. Averill | X | | FOR | X | | | X | |
| | | | Bennett Dorrance | X | | FOR | X | | | X | |
| | | | Maria Teresa Hilado | X | | FOR | X | | | X | |
| | | | Randall W. Larrimore | X | | FOR | X | | | X | |
| | | | Marc B. Lautenbach | X | | FOR | X | | | X | |
| | | | Mary Alice D. Malone | X | | FOR | X | | | X | |
| | | | Sara Mathew | X | | FOR | X | | | X | |
| | | | Keith R. McLoughlin | X | | FOR | X | | | X | |
| | | | Nick Shreiber | X | | FOR | X | | | X | |
| | | | Archbold D. van Beuren | X | | FOR | X | | | X | |
| | | | Les C. Vinney | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal 2019. | X | | FOR | X | | | X | |
| | | | Approval of an advisory resolution on the fiscal 2018 compensation of our named executive officers. | X | | FOR | X | | | X | |
11/28/2018 | MICROSOFT | MSFT | 594918 | DIRECTORS | | | | | | | | |
| | | | W.H. Gates, III, R.G. Hoffman, H.F. Johnston, T.L. List-Stoll, S. Nadella, C.H. Noski, H. Panke, S.E. Peterson, P.S. Pritzker, C.W. Scharf, A.M. Sorenson, J.W. Stanton, J.W. Thompson, P. Warrior | X | | FOR | X | | | X | |
| | | | Advisory vote to approve named executive officer compensation | X | | FOR | X | | | X | |
| | | | Ratification of Deloitte & Touche LLP as our independent auditor for fiscal year 2019 | X | | FOR | X | | | X | |
12/7/2018 | MEDTRONIC PLC | MDT | G5960L103 | DIRECTORS | | | | | | | | |
| | | | R.H. Anderson, C. Arnold, S.C. Donnelly, R.J. Hogan, III, O. Ishrak, M.O. Leavitt, J.T. Lenehan, E. Nabel, M.D., D. M. O'Leary, K.J. Powell | X | | FOR | X | | | X | |
| | | | To ratify, in a non-binding vote, the re-appointment of PricewaterhouseCoopers LLP as Medtronic's independent auditor for fiscal year 2019 and authorize the Board of Directors, acting through the Audit Committee, to set the auditor's remuneration. | X | | FOR | X | | | X | |
| | | | To approve in a non-binding advisory vote, named executive officer compensation (a "Say-on-Pay" vote). | X | | FOR | X | | | X | |
12/12/2018 | CISCO SYSTEMS, INC. | CSCO | 17275R102 | DIRECTORS | | | | | | | | |
| | | | M.M. Burns, M.D. Capellas, M. Garrett, Dr. K.M. Johnson, R.C. McGeary, C.H. Robbins, A. Sarin, B.L. Sauners, S.M. West | X | | FOR | X | | | X | |
| | | | Approval of amendment and restatement of the Employee Stock Purchase Plan. | X | | FOR | X | | | X | |
| | | | Approval, on an advisory basis, of executive compensation. | X | | FOR | X | | | X | |
| | | | Ratification of PricewaterhouseCoopers LLP as Cisco's independent registered public accounting firm for fiscal 2019. | X | | FOR | X | | | X | |
| | | | Approval to have Cisco's Board adopt a policy to have an independent Board chairman. | | X | AGAINST | | X | | X | |
| | | | Approval to have Cisco's Board adopt a proposal relating to executive compensation metrics. | | X | AGAINST | | X | | X | |
12/19/2018 | AUTOZONE, INC. | AZO | 053332102 | DIRECTORS | | | | | | | | |
| | | | D.H. Brooks, L.A. Goodspeed, E.G. Graves, Jr., E. Guimaraes, D.B. Jordan, G.V. King, W.A. McKenna, G.R. Mrkonic, Jr., L.P. Nieto, W.C. Rhodes, III, J.A. Soltau | X | | FOR | X | | | X | |
| | | | Ratification of Ernst & Young LLP as independent registered public accounting firm for the 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Approval of advisory vote on executive compensation. | X | | FOR | X | | | X | |
12/3/2018 | SYMANTEC CORPORATION | SYMC | 871503108 | DIRECTORS | | | | | | | | |
| | | | G.S. Clark, F.E. Dangeard, p.a. Feld, D.L. Fuller, K.Y. Hao, D.W. Humphrey, D.L. Mahoney, A.M. Sands, D.H. Schulman, V.P. Unruh, S.M. Vautrinot | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Approval of amendments to our 2013 Equity Incentive Plan, as amended. | X | | FOR | X | | | X | |
| | | | Approval of amendments to our 2008 Employee Equity Incentive Plan, as amended. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation. | X | | FOR | X | | | X | |
1/16/2019 | JACOBS ENGINEERING GROUP, INC | JEC | 469814107 | DIRECTORS | | | | | | | | |
| | | | J.R. Bronson, J.J.S. Coppel, R.C. Davidson, Jr., S.J. Demetriou, General R. E. Eberhart, D.S. Hickton, L.F. Levinson, R.A. McNamara, P.J. Robertson, C.M.T. Thompson, B.L. Williams | X | | FOR | X | | | X | |
| | | | Advisory vote to approve the Company's executive compensation. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm. | X | | FOR | X | | | X | |
1/17/2019 | MICRON TECHNOLOGY, INC. | MU | 595112103 | DIRECTORS | | | | | | | | |
| | | | R.L. Bailey, R.M. Beyer, P.J. Byrne, S.J. Gomo, M.P. McCarthy, S. Mehrotra, R.E. Switz | X | | FOR | X | | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for the fiscal year ending August 29, 2019. | X | | FOR | X | | | X | |
| | | | To approve a non-binding resolution to approve the compensation of our Named Executive Officers as described in the proxy statement. | X | | FOR | X | | | X | |
1/24/2019 | AIR PRODUCTS AND CHEMICALS, INC. | APD | 009158106 | DIRECTORS | | | | | | | | |
| | | | S.K. Carter, C.I. Cogut, S. Ghasemi, C.C. Deaton, D.H.Y. Ho, M.G. McGlynn, E.L. Monser, M.H. Paull | X | | FOR | X | | | X | |
| | | | Advisory vote approving Executive Officer compensation. | X | | FOR | X | | | X | |
| | | | Ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2019. | X | | FOR | X | | | X | |
1/25/2019 | WALGREENS BOOTS ALLIANCE, INC. | WBA | 931427108 | DIRECTORS | | | | | | | | |
| | | | J.E. Almeida, J.M. Babiak, D.J. Brailer, W.C. Goote, G.l. Graham, J.A. Lederer, D.P. Murphy, S. Pessina, L.D. Schaeffer, N.M. Schlichting, J.A. Skinner, | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve named executive officer compensation. | X | | FOR | X | | | X | |
| | | | Approval of the amendment and restatement of the Walgreens Boots Alliance, Inc. Employee Stock Purchase Plan. | X | | FOR | X | | | X | |
| | | | Stockholder proposal requesting an independent Board Chairman. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal regarding the use of GAAP financial metrics for purposes of determining senior executive compensation. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal requesting report on governance measures related to opioids. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal regarding the ownership threshold for calling special meetings of stockholders. | | X | AGAINST | | X | | X | |
1/22/2018 | BECTON, DICKINSON AND COMPANY | BDX | 075887109 | DIRECTORS | | | | | | | | |
| | | | C.M. Burzik, R.A. Eckert, V.A. Forlenza, C.M. Fraser, J.W. Henderson, C. Jones, M.O. Larsen, D.F. Melcher, C. Pomeroy, R.W. Rimel, T.M. Ring, B.L. Scott | X | | FOR | X | | | X | |
| | | | Ratification of selection of independent registered public accounting firm. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve named executive officer compensation. | X | | FOR | X | | | X | |
| | | | Amendment to BD's Restated Certificate of Incorporation. | X | | FOR | X | | | X | |
2/1/2019 | ACCENTURE PLC | ACN | G1151C101 | DIRECTORS | | | | | | | | |
| | | | J. Ardila, H. Hainer, M. Magner, N. McKinstry, P. Nanterme, G.C. Pelisson, P.A. Price, V. Renduchintala, A. Sarin, F.K. Tang, T.T. TRAvis | X | | FOR | X | | | X | |
| | | | To approve, in a non-binding vote, the compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | To ratify, in a non-binding vote, the appointment of KPMG LLP ("KPMG") as independent auditors of Accenture and to authorize, in a binding vote, the Audit Committee of the Board of Directors to determine KPMG's remuneration. | X | | FOR | X | | | X | |
| | | | To grant the Board of Directors the authority to issue shares under Irish law. | X | | FOR | X | | | X | |
| | | | To grant the Board of Directors the authority to opt-out of pre-emption rights under Irish law. | X | | FOR | X | | | X | |
| | | | To determine the price range at which Accenture can re-allot shares that it acquires as treasury shares under Irish law. | X | | FOR | X | | | X | |
2/5/2019 | EMERSON ELECTRIC CO. | EMR | 291011104 | DIRECTORS | | | | | | | | |
| | | | C. A. H. Boersig | X | | FOR | X | | | X | |
| | | | J. B. Bolten | X | | FOR | X | | | X | |
| | | | L. M. Lee | X | | FOR | X | | | X | |
| | | | Ratification of KPMG LLP as Independent Registered Public Accounting Firm. | X | | FOR | X | | | X | |
| | | | Approval, by non-binding advisory vote, of Emerson Electric Co. executive compensation. | X | | FOR | X | | | X | |
1/16/2019 | RED HAT, INC. | RHT | 756577102 | | | | | | | | | |
| | | | To adopt the Agreement and Plan of Merger (as it may be amended from time to time), dated as of October 28, 2018, which we refer to as the merger agreement, by and among Red Hat, Inc., International Business Machines Corporation and Socrates Acquisition Corp. | X | | FOR | X | | | X | |
| | | | To approve, by means of a non-binding, advisory vote, compensation that will or may become payable to the named executive officers of Red Hat, Inc. in connection with the merger. | X | | FOR | X | | | X | |
| | | | To approve one or more adjournments of the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the then-scheduled date and time of the special meeting. | X | | FOR | X | | | X | |
2/1/2019 | WESTROCK COMPANY | WRK | 96145D105 | DIRECTORS | | | | | | | | |
| | | | C.F. Arnold, T.J. Bernlohr, J.P. Brown, M.E. Campbell, T.K. Crews, R.M. Currey, J.A. Luke, Jr., G.C. Martore, J.E. Nevels, T.H. Powers, S.C. Voorhees, B.M. Whyte, A.D. Wilson | X | | FOR | X | | | X | |
| | | | Approval of an Amendment to the Amended and Restated Certificate of Incorporation of WRKCo Inc., a wholly owned subsidiary of WestRock Company. | X | | FOR | X | | | X | |
| | | | Advisory Vote to Approve Executive Compensation. | X | | FOR | X | | | X | |
| | | | Ratification of Appointment of Ernst & Young LLP. | X | | FOR | X | | | X | |
1/29/2019 | VISA INC. | VISA | 92826C839 | DIRECTORS | X | | FOR | X | | | X | |
| | | | L.A. Carney, M.B. Cranston, F.J. Fernandez-Carbajal, A.F. Kelly, Jr., J.F. Lundgren, R.W. Matschullat, D.M. Morrison, S.N. Johnson, J.A.C. SwainsonM.G. Webb, Jr. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation. | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the 2019 fiscal year. | X | | FOR | X | | | X | |
2/24/2019 | COSTCO WHOLESALE CORPORATION | COST | 22160K105 | DIRECTORS | | | | | | | | |
| | | | Hamilton E. James | X | | FOR | X | | | X | |
| | | | John W. Stanton | X | | FOR | X | | | X | |
| | | | Mary A. Wilderotter | X | | FOR | X | | | X | |
| | | | Ratification of selection of independent auditors. | X | | FOR | X | | | X | |
| | | | Approval, on an advisory basis, of executive compensation. | X | | FOR | X | | | X | |
| | | | Approval of adoption of the 2019 Incentive Plan. | X | | FOR | X | | | X | |
| | | | Approval to amend Articles of Incorporation to declassify the Board and provide for annual election of directors. | X | | FOR | X | | | X | |
| | | | Approval to amend Articles of Incorporation to eliminate supermajority vote requirement. | X | | FOR | X | | | X | |
| | | | Shareholder proposal regarding prison labor. | | X | AGAINST | | X | | X | |
2/7/2019 | TYSON FOODS, INC. | TSN | 902494103 | DIRECTORS | | | | | | | | |
| | | | J. Tyson, G.E. Banister, Jr., D. Banks, M. Beebe, M.A. Durham, K.M. McNamara, C.S. Miller, J.K. Schomburger, R. Thurber, B.A. Tyson, N.White | X | | FOR | X | | | X | |
| | | | To ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending September 28, 2019. | X | | FOR | X | | | X | |
| | | | Shareholder proposal to request a report disclosing the policy and procedures, expenditures, and other activities related to lobbying and grassroots lobbying communications. | | X | AGAINST | | X | | X | |
| | | | Shareholder proposal to require the preparation of a report on the company's due diligence process assessing and mitigating human rights impacts. | | X | AGAINST | | X | | X | |
1/23/2019 | D.R. HORTON, INC. | DHI | 23331A109 | DIRECTORS | | | | | | | | |
| | | | D.R. Horton, B.K. Allen, B.S. Anderson, M.R. Buchanan, M.W. Hewatt | X | | FOR | X | | | X | |
| | | | Approval of the advisory resolution on executive compensation. | X | | FOR | X | | | X | |
| | | | Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm. | X | | FOR | X | | | X | |
1/29/2019 | HORMEL FOODS CORPORATION | HRL | 440452100 | DIRECTORS | | | | | | | | |
| | | | G.C. Bhojwani, T.K. Crews, G.S. Forbes, M.D., S.M. Lacy, E.A. Murano, Ph.D., R.C. Nakasone, S.K. Nestegard, W.A. Newlands, D.A. Pippins, C.J. Policinski, S.J. Smith, J.P. Snee, S.A. White | X | | FOR | X | | | X | |
| | | | Ratify the appointment of Ernst & Young LLP as independent registered public accounting firm. | X | | FOR | X | | | X | |
| | | | Approve the Named Executive Officer compensation as disclosed in the Company's 2019 annual meeting proxy statement. | X | | FOR | X | | | X | |
2/14/2019 | VARIAN MEDICAL SYSTEMS, INC. | VAR | 92220P105 | DIRECTORS | | | | | | | | |
| | | | A. Ashkenazi, J.R. Balser, J. Bruner, J Butel, R.E. Dugan, R.A. Eckert, T.E. Guertin, D.J. Illingworth, D.R. Wilson | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of the Varian Medical Systems, Inc. named executive officers as described in the Proxy Statement. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as Varian Medical Systems, Inc.'s independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
2/5/2019 | ROCKWELL AUTOMATION, INCC. | ROK | 773903109 | DIRECTORS | | | | | | | | |
| | | | Blake D. Moret | X | | FOR | X | | | X | |
| | | | Thomas W. Rosamilia | X | | FOR | X | | | X | |
| | | | Patricia A. Watson | X | | FOR | X | | | X | |
| | | | To approve the selection of Deloitte & Touche LLP as the Corporation's independent registered public accounting firm. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of the Corporation's named executive officers. | X | | FOR | X | | | X | |
2/12/2019 | FRANKLIN RESOURCES, INC. | BEN | 354613101 | DIRECTORS | | | | | | | | |
| | | | P.K. Barker, M. Byewaiter, C.E. Johnson, G.E. Johnson, R.H. Johnson, Jr., M.C. Pigott, C. Ratnathicam, L. Stein, S.H. Waugh, G.y. Yang | X | | FOR | X | | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2019. | X | | FOR | X | | | X | |
| | | | To ratify the special meeting amendment in the Company's bylaws. | X | | FOR | X | | | X | |
| | | | Stockholder proposal requesting that the Board institute procedures on genocide-free investing, if properly presented at the Annual Meeting. | | X | AGAINST | | X | | X | |
1/28/2019 | CENTENE CORPORATION | CNC | 00015135B | | | | | | | | | |
| | | | Approval of an Amendment to the Company's Certificate of Incorporation to Increase the Number of Authorized Shares of Common Stock. | X | | FOR | X | | | X | |
3/1/2019 | APPLE, INC. | APPL | 037833100 | DIRECTORS | | | | | | | | |
| | | | J. Bell, T. Cook, A. Gore, B. Iger, A. Jung, A. Levinso, R. Sugar, S. Wagner | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Ernst & Young LLP as Apple's independent registered public accounting firm for 2019 | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation | X | | FOR | X | | | X | |
| | | | A shareholder proposal entitled "Shareholder Proxy Access Amendments" | | X | AGAINST | | X | | X | |
| | | | A shareholder proposal entitled "True Diversity Board Policy" | | X | AGAINST | | X | | X | |
2/27/2019 | DEERE & COMPANY | DE | 244199105 | DIRECTORS | | | | | | | | |
| | | | S.R. Allen, V.D. Coffman, A.C. Heuberger, C.O. Holliday, Jr., D.C. Jain, M.O Johanns, C.M. Jones, G.R. Page, S.M. Smith, D.L. Stockton, S.G. Talton | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Deloitte & Touche LLP as Deere's independent registered public accounting firm for fiscal 2019 | X | | FOR | X | | | X | |
| | | | Shareholder Proposal - Right to Act by Written Consent | | X | AGAINST | | X | | X | |
2/28/2019 | AMERISOURCEBERGEN CORPORATION | ABC | 03073E105 | DIRECTORS | | | | | | | | |
| | | | O. Barra, S.H. Collis, D.M. Durcan, R.W. Gochnauer, L.R. Greenberg, J.E. Henney, M.D., K.W. Hyle, M.J. Long, H.W. McGee | X | | FOR | X | | | X | |
| | | | Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve the compensation of named executive officers. | X | | FOR | X | | | X | |
| | | | Stockholder proposal, if properly presented, to permit stockholders to act by written consent. | | X | AGAINST | | X | | X | |
| | | | Stockholder proposal, if properly presented, to urge the Board to adopt a policy that no financial performance metric be adjusted to exclude legal or compliance costs in determining executive compensation. | | X | AGAINST | | X | | X | |
2/28/2019 | RAYMOND JAMES FINANCIAL, INC. | RJF | 754730109 | DIRECTORS | | | | | | | | |
| | | | C.G. von Arentschildt, S.G. Broader, R.M. Dutkowsky, J.N. Edwards, B.C. Esty, A. Gates, F.S. Godbold, T.A. James, G.L. Johnson, R.C. McGeary, P.C. Reilly, S.N. Story | X | | FOR | X | | | X | |
| | | | Advisory vote to approve 2018 executive compensation. | X | | FOR | X | | | X | |
| | | | To approve the Amended and Restated 2003 Employee Stock Purchase Plan. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm. | X | | FOR | X | | | X | |
3/6/2019 | JOHNSON CONTROLS INTERNATIONAL PLC | JNJ | G51502105 | DIRECTORS | | | | | | | | |
| | | | J. Blackwell, P. Cohade, M.E. Daniels, J.P. del Valle Perochena, W.R. Dunbar, G.R. Haggerty, S. Menne, G.R. Oliver, J. Tinggren, M. Vergnanao, R.D. Yost, J.D. Young | X | | FOR | X | | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as the independent auditors of the Company. | X | | FOR | X | | | X | |
| | | | To authorize the Audit Committee of the Board of Directors to set the auditors' remuneration. | X | | FOR | X | | | X | |
| | | | To authorize the Company and/or any subsidiary of the Company to make market purchases of Company shares. | X | | FOR | X | | | X | |
| | | | To determine the price range at which the Company can re-allot shares that it holds as treasury shares (Special Resolution). | X | | FOR | X | | | X | |
| | | | To approve, in a non-binding advisory vote, the compensation of the named executive officers. | X | | FOR | X | | | X | |
| | | | To approve the Directors' authority to allot shares up to approximately 33% of issued share capital. | X | | FOR | X | | | X | |
| | | | To approve the waiver of statutory pre-emption rights with respect to up to 5% of issued share capital (Special Resolution). | X | | FOR | X | | | X | |
Meeting Date | Issuer | Ticker | CUSIP | Matter | Issuer | Shareholder | Vote | With | Against | Abstained | For(M) | Against(M) |
8/8/2018 | ABIOMED | ABMD | 003654100 | DIRECTORS | | | | | | | | |
| | | | Eric A. Rose | X | | FOR | X | | | X | |
| | | | Jeannine M. Rivet | X | | FOR | X | | | X | |
| | | | Approval, by non-binding advisory vote, of executive Compensation. | X | | FOR | X | | | X | |
| | | | Amend and restate the ABIOMED, Inc. Amended and Restated 2015 Omnibus Incentive Plan to, among other things, increase the number of shares of common stock available for the issuance thereunder by 1,725,000 shares to 4,985,000 shares. | X | | FOR | X | | | X | |
| | | | Ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2019. | X | | FOR | X | | | X | |
7/20/2018 | RICE MIDSTREAM PARTNERS LP | RMP | 762819100 | | | | | | | | | |
| | | | To consider and vote on a proposal to approve the Agreement and Plan of Merger, dated as of April 25, 2018, by and among EQT Midstream Partners, LP, EQT Midstream Services, LLC, EQM Acquisition Sub, LLC, EQM GP Acquisition Sub, LLC, Rice Midstream Partners LP, Rice Midstream Management LLC and, ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL) | X | | FOR | X | | | X | |
8/28/2018 | LA-Z-BOY INCORPORATED | LZB | 505336107 | DIRECTORS | | | | | | | | |
| | | | Kurt L. Darrow | X | | FOR | X | | | X | |
| | | | Sarah M. Gallagher | X | | FOR | X | | | X | |
| | | | Edwin J. Holman | X | | FOR | X | | | X | |
| | | | Janet E. Kerr | X | | FOR | X | | | X | |
| | | | Michael T. Lawton | X | | FOR | X | | | X | |
| | | | H. George Levy, MD | X | | FOR | X | | | X | |
| | | | W. Alan McCollough | X | | FOR | X | | | X | |
| | | | Lauren B. Peters | X | | FOR | X | | | X | |
| | | | Dr. Nido R. Qubein | X | | FOR | X | | | X | |
| | | | To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of the Company's named executive officers as set forth in the Proxy Statement. | X | | FOR | X | | | X | |
8/24/2018 | COTIVITI HOLDINGS, INC. | COTV | 22164K101 | | | | | | | | | |
| | | | To adopt the Agreement and Plan of Merger (as it may be amended from time to time, "Merger Agreement"), by and among Cotiviti Holdings, Inc., Verscend Technologies, Inc. and Rey Merger Sub, Inc., a wholly owned subsidiary of Verscend Technologies, Inc., and approve transactions contemplated thereby, including the merger of Rey Merger Sub, Inc. with and into Cotiviti Holdings, Inc. (the "Merger"), with Cotiviti Holdings, Inc. continuing as the surviving corporation and a wholly owned subsidiary of Verscend Technologies, Inc. (the "Merger Proposal") | X | | FOR | X | | | X | |
| | | | To approve, on an advisory non-binding basis, the compensation that may be paid or become payable to the named executive officers of Cotiviti Holdings, Inc. in connection with the Merger | X | | FOR | X | | | X | |
| | | | To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes to approve the Merger Proposal at the time of the Special Meeting. | X | | FOR | X | | | X | |
9/12/2018 | RBC BEARINGS INCORPORATED | ROLL | 75524B104 | DIRECTORS | | | | | | | | |
| | | | Richard R. Crowell | X | | FOR | X | | | X | |
| | | | Dr. Steven H. Kaplan | X | | FOR | X | | | X | |
| | | | Alan B. Levine | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year 2019. | X | | FOR | X | | | X | |
| | | | To consider a resolution regarding the stockholder advisory vote on named executive officer compensation. | X | | FOR | X | | | X | |
9/17/2018 | CELANESE CORPORATION | CE | 150870103 | | | | | | | | | |
| | | | To approve an amendment to our certificate of incorporation to eliminate any reference to Series B Common Stock and to redesignate the Series A Common Stock as Common Stock. | X | | FOR | X | | | X | |
| | | | To adjourn or postpone the Special Meeting, if necessary, to solicit additional proxies. | X | | FOR | X | | | X | |
10/4/2018 | NEOGEN CORPORATION | NEOG | 640491106 | DIRECTORS | | | | | | | | |
| | | | James C. Borel | X | | FOR | X | | | X | |
| | | | Ronald D. Green, Ph.D | X | | FOR | X | | | X | |
| | | | Darci L. Vetter | X | | FOR | X | | | X | |
| | | | TO APPROVE AN AMENDMENT TO THE COMPANY'S RESTATED ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. | X | | FOR | X | | | X | |
| | | | TO APPROVE THE ESTABLISHMENT OF THE NEOGEN CORPORATION 2018 OMNIBUS INCENTIVE PLAN. | X | | FOR | X | | | X | |
| | | | TO APPROVE, BY NON-BINDING ADVISORY VOTE, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | X | | FOR | X | | | X | |
| | | | RATIFICATION OF APPOINTMENT OF BDO USA LLP AS THE COMPANY'S INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTING FIRM. | X | | FOR | X | | | X | |
10/5/2018 | NATIONAL BERAGE CORP. | FIZZ | 635017106 | DIRECTORS | | | | | | | | |
| | | | Election of Director: Joseph G. Caporella | X | | FOR | X | | | X | |
| | | | Election of Director: Samuel C. Hathorn, Jr. | X | | FOR | X | | | X | |
10/11/2018 | PAYCHEX, INC. | PAYX | 704326107 | DIRECTORS | | | | | | | | |
| | | | B.T. Golisano, T.F. Bonadio, J.G. Doody, D.J.S. Flaschen, P.A. Joseph, M. Mucci, J.M. Tucci, J.M. Velli, K. Wilson | X | | FOR | X | | | X | |
| | | | ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. | X | | FOR | X | | | X | |
| | | | RATIFICATION OF SELECTION OF PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | X | | FOR | X | | | X | |
11/15/2018 | JACK HENRY & Associates, Inc. | JKHY | 426281101 | DIRECTORS | | | | | | | | |
| | | | M. Flanigan | X | | FOR | X | | | X | |
| | | | J. Prim | X | | FOR | X | | | X | |
| | | | T. Wilson | X | | FOR | X | | | X | |
| | | | J. Fiegel | X | | FOR | X | | | X | |
| | | | T. Wimsett | X | | FOR | X | | | X | |
| | | | L. Kelly | X | | FOR | X | | | X | |
| | | | S. Miyashiro | X | | FOR | X | | | X | |
| | | | W. Brown | X | | FOR | X | | | X | |
| | | | D. Foss | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | To ratify the selection of the Company's independent registered public accounting firm. | X | | FOR | X | | | X | |
12/6/2018 | VAIL RESORTS, INC. | MTN | 91879Q109 | DIRECTORS | | | | | | | | |
| | | | S.L. Decker, R.A. Hernandez, R.A. Katz, J.T. Redmond, M. Romanow, H.A. Schneider, D.B. Sewell, J.F. Sorte, P.A. Vaughn | X | | FOR | X | | | X | |
| | | | Ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending July 31, 2019. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation. | X | | FOR | X | | | X | |
11/27/2018 | ENERGEN CORPORATION | EGN | 29265N108 | | | | | | | | | |
| | | | To approve the Agreement and Plan of Merger, dated August 14, 2018, by and among Diamondback Energy, Inc., Sidewinder Merger Sub Inc. and Energen Corporation (as it may be amended from time to time, the "Merger Agreement") | X | | FOR | X | | | X | |
| | | | To approve, by a non-binding advisory vote, certain compensation that may be paid or become payable to Energen Corporation's named executive officers that is based on or otherwise relates to the merger contemplated by the Merger Agreement | X | | FOR | X | | | X | |
12/11/2018 | WD-40 COMPANY | WDFC | 929236107 | DIRECTORS | | | | | | | | |
| | | | D.T. Carter | X | | FOR | X | | | X | |
| | | | M. Claassen | X | | FOR | X | | | X | |
| | | | E.P. Etchart | X | | FOR | X | | | X | |
| | | | L.A. Lang | X | | FOR | X | | | X | |
| | | | D.B. Pendarvis | X | | FOR | X | | | X | |
| | | | D.E. Pittard | X | | FOR | X | | | X | |
| | | | G.O. Ridge | X | | FOR | X | | | X | |
| | | | G.A. Sandfort | X | | FOR | X | | | X | |
| | | | N.E. Schmale | X | | FOR | X | | | X | |
| | | | To hold an advisory vote to approve executive compensation. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2019. | X | | FOR | X | | | X | |
12/17/2018 | SYSTEMAX INC. | SYX | 871851101 | | | | | | | | | |
| | | | A Proposal to approve the adoption of the Systemax 2018 Employee Stock Purchase Plan. | X | | FOR | X | | | X | |
12/12/2018 | WSFS FINANCIAL | WSFS | 929328102 | | | | | | | | | |
| | | | To adopt the Agreement and Plan of Reorganization, dated as of August 7, 2018, as amended on November 1, 2018, by and between WSFS Financial Corporation ("WSFS") and Beneficial Bancorp, Inc., and to approve the transactions contemplated thereby, including the issuance of shares of WSFS common stock as consideration under such agreement. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory (non-binding) basis, specified compensation that may become payable to the named executive officers of WSFS in connection with the Merger. | X | | FOR | X | | | X | |
| | | | To approve one or more adjournments of the WSFS Special Meeting, if necessary or appropriate, to solicit additional proxies in favor of approval of proposal 1 above. | X | | FOR | X | | | X | |
1/9/2019 | THE GREENBRIER COMPAINES, INC. | GBX | 393657101 | DIRECTORS | | | | | | | | |
| | | | Thomas B. Fargo | X | | FOR | X | | | X | |
| | | | Duane C. McDougall | X | | FOR | X | | | X | |
| | | | Donald A. Washburn | X | | FOR | X | | | X | |
| | | | Advisory approval of the compensation of the Company's named executive officers. | X | | FOR | X | | | X | |
| | | | Approval of an amendment to the Company's 2014 Employee Stock Purchase Plan. | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as the Company's independent auditors for 2019. | X | | FOR | X | | | X | |
1/17/2019 | INTUIT INC. | INTU | 461202103 | DIRECTORS | | | | | | | | |
| | | | E. Burton, S.D. Cook, R.L. Dalzell, S. Goodarzi, D. Liu, S.N. Johnson, D.D. Powell, B.D. Smith, T. Szkutak, R. Vazquesz, J. Weiner | X | | FOR | X | | | X | |
| | | | Advisory vote to approve Intuit Inc.'s executive compensation (say-on-pay) | X | | FOR | X | | | X | |
| | | | Ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2019 | X | | FOR | X | | | X | |
1/29/2019 | SCHNITZER STEEL INDUSTRIES, INC | SCHN | 806882106 | DIRECTORS | | | | | | | | |
| | | | Rhonda D. Hunter | X | | FOR | X | | | X | |
| | | | David L. Jahnke | X | | FOR | X | | | X | |
| | | | William D. Larsson | X | | FOR | X | | | X | |
| | | | To vote on an advisory resolution on executive compensation. | X | | FOR | X | | | X | |
| | | | To ratify the selection of independent registered public accounting firm. | X | | FOR | X | | | X | |
1/29/2019 | VERSUM MATERIALS, INC. | VSM | 92532W103 | DIRECTORS | | | | | | | | |
| | | | Seifi Ghasemi | X | | FOR | X | | | X | |
| | | | Guillermo Novo | X | | FOR | X | | | X | |
| | | | Jacques Croisetiere | X | | FOR | X | | | X | |
| | | | Dr. Yi Hyon Paik | X | | FOR | X | | | X | |
| | | | Thomas J. Riordan | X | | FOR | X | | | X | |
| | | | Susan C. Schnabel | X | | FOR | X | | | X | |
| | | | Alejandro D. Wolff | X | | FOR | X | | | X | |
| | | | Ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2019. | X | | FOR | X | | | X | |
| | | | Approve, by non-binding advisory vote, the compensation paid to our named executive officers (say-on-pay). | X | | FOR | X | | | X | |
2/7/2019 | ATHENAHEALTH INC. | ATHN | 04685W103 | | | | | | | | | |
| | | | To adopt the Agreement and Plan of Merger, dated as of November 11, 2018 (the merger agreement), among May Holding Corp., May Merger Sub Inc. and athenahealth (the merger). | X | | FOR | X | | | X | |
| | | | To approve, on a non-binding advisory basis, specified compensation that may be paid or become payable to the named executive officers of athenahealth in connection with the merger and contemplated by the merger agreement. | X | | FOR | X | | | X | |
| | | | To approve the adjournment of the special meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to adopt the merger agreement if there are insufficient votes at the time of the special meeting to adopt the merger agreement. | X | | FOR | X | | | X | |
3/1/2019 | APPLE, INC. | APPL | 037833100 | DIRECTORS | | | | | | | | |
| | | | J. Bell, T. Cook, A. Gore, B. Iger, A. Jung, A. Levinso, R. Sugar, S. Wagner | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Ernst & Young LLP as Apple's independent registered public accounting firm for 2019 | X | | FOR | X | | | X | |
| | | | Advisory vote to approve executive compensation | X | | FOR | X | | | X | |
| | | | A shareholder proposal entitled "Shareholder Proxy Access Amendments" | | X | AGAINST | | X | | X | |
| | | | A shareholder proposal entitled "True Diversity Board Policy" | | X | AGAINST | | X | | X | |
2/21/2019 | GREAT WESTERN BANCORP INC | GWB | 391416104 | DIRECTORS | | | | | | | | |
| | | | James Spies | X | | FOR | X | | | X | |
| | | | Kenneth Karels | X | | FOR | X | | | X | |
| | | | To approve, by advisory vote, a resolution on executive compensation. | X | | FOR | X | | | X | |
| | | | To ratify the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2019. | X | | FOR | X | | | X | |
3/20/2019 | MAXIMUS, INC | MMS | 577933104 | DIRECTORS | | | | | | | | |
| | | | A.K. Altman, P.R. Lederer, P.B. Pond | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of Ernst & Young LLP as our independent public accountants for our 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve the compensation of the Named Executive Officers. | X | | FOR | X | | | X | |
3/5/2019 | NUTRISYSTEM, INC. | | | DIRECTORS | | | | | | | | |
| | | | To consider and vote on a proposal to adopt the Agreement and Plan of Merger, dated as of December 9, 2018, as it may be amended from time to time, by and among Tivity Health, Inc., Sweet Acquisition, Inc. and Nutrisystem, Inc. | X | | FOR | X | | | X | |
| | | | To consider and vote on a proposal to approve the adjournment of the special meeting if necessary or appropriate, including to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve Proposal 1. | X | | FOR | X | | | X | |
| | | | To consider and vote on a proposal to approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to Nutrisystem, Inc.'s named executive officers in connection with, or following, the closing of the merger contemplated by the agreement referred to in Proposal 1 or in the absence of a quorum. | X | | FOR | X | | | X | |
4/11/2019 | ADOBE INC. | ADBE | 00724F101 | DIRECTORS | | | | | | | | |
| | | | A. Banse, F. Calderoni, J. Daley, L. Desmond, C. Geschke, S. Narayen, K. Oberg, D. Pandey, D. Ricks, D. Rosensweig, J. Warnock | X | | FOR | X | | | X | |
| | | | Approve the 2019 Equity Incentive Plan to replace our 2003 Equity Incentive Plan. | X | | FOR | X | | | X | |
| | | | Ratify the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending on November 29, 2019. | X | | FOR | X | | | X | |
| | | | Approve, on an advisory basis, the compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | Consider and vote upon one stockholder proposal. | | X | AGAINST | | X | | X | |
4/17/2019 | SERVISFIRST BANCSHARES, INC. | SFBS | 81768T108 | DIRECTORS | | | | | | | | |
| | | | Thomas A. Broughton III | X | | FOR | X | | | X | |
| | | | J. Richard Cashio | X | | FOR | X | | | X | |
| | | | James J. Filler | X | | FOR | X | | | X | |
| | | | Michael D. Fuller | X | | FOR | X | | | X | |
| | | | Hatton C.V. Smith | X | | FOR | X | | | X | |
| | | | Irma L. Tuder | X | | FOR | X | | | X | |
| | | | To approve, on an advisory vote basis, our executive compensation as described in the accompanying Proxy Statement. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Dixon Hughes Goodman LLP as our independent registered public accounting firm for the year ending December 31, 2019. | X | | FOR | X | | | X | |
4/18/2019 | HUNTINGTON BANCSHARES INCORPORATED | HBAN | 446150104 | DIRECTORS | | | | | | | | |
| | | | Lizabeth Ardisana | X | | FOR | X | | | X | |
| | | | Ann B. Crane | X | | FOR | X | | | X | |
| | | | Robert S. Cubbin | X | | FOR | X | | | X | |
| | | | Steven G. Elliott | X | | FOR | X | | | X | |
| | | | Gina D. France | X | | FOR | X | | | X | |
| | | | J Michael Hochschwender | X | | FOR | X | | | X | |
| | | | John C. Inglis | X | | FOR | X | | | X | |
| | | | Peter J. Kight | X | | FOR | X | | | X | |
| | | | Katherine M. A. Kline | X | | FOR | X | | | X | |
| | | | Richard W. Neu | X | | FOR | X | | | X | |
| | | | David L. Porteous | X | | FOR | X | | | X | |
| | | | Kathleen H. Ransier | X | | FOR | X | | | X | |
| | | | Stephen D. Steinour | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
| | | | Advisory resolution to approve, on a non-binding basis, the compensation of executives as disclosed in the accompanying proxy statement. | X | | FOR | X | | | X | |
4/30/2019 | SELECT MEDICAL HOLDINGS CORPORATION | SEM | 81619Q105 | DIRECTORS | | | | | | | | |
| | | | R.L. Carson, W.H. Frist, R.A. Ortenzio, M.B. Tavenner | X | | FOR | X | | | X | |
| | | | Non-Binding Advisory Vote on Executive Compensation | X | | FOR | X | | | X | |
| | | | Vote to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019 | X | | FOR | X | | | X | |
4/16/2019 | M&T BANK CORPORATION | MTB | 55261F104 | DIRECTORS | | | | | | | | |
| | | | Brent D. Baird | X | | FOR | X | | | X | |
| | | | C. Angela Bontempo | X | | FOR | X | | | X | |
| | | | Robert T. Brady | X | | FOR | X | | | X | |
| | | | T.J. Cunningham III | X | | FOR | X | | | X | |
| | | | Gary N. Geisel | X | | FOR | X | | | X | |
| | | | Richard S. Gold | X | | FOR | X | | | X | |
| | | | Richard A. Grossi | X | | FOR | X | | | X | |
| | | | John D. Hawke, Jr. | X | | FOR | X | | | X | |
| | | | René F. Jones | X | | FOR | X | | | X | |
| | | | Richard H. Ledgett, Jr. | X | | FOR | X | | | X | |
| | | | Newton P.S. Merrill | X | | FOR | X | | | X | |
| | | | Kevin J. Pearson | X | | FOR | X | | | X | |
| | | | Melinda R. Rich | X | | FOR | X | | | X | |
| | | | Robert E. Sadler, Jr. | X | | FOR | X | | | X | |
| | | | Denis J. Salamone | X | | FOR | X | | | X | |
| | | | John R. Scannell | X | | FOR | X | | | X | |
| | | | David S. Scharfstein | X | | FOR | X | | | X | |
| | | | Herbert L. Washington | X | | FOR | X | | | X | |
| | | | TO APPROVE THE M&T BANK CORPORATION 2019 EQUITY INCENTIVE COMPENSATION PLAN. | X | | FOR | X | | | X | |
| | | | TO APPROVE THE COMPENSATION OF M&T BANK CORPORATION'S NAMED EXECUTIVE OFFICERS. | X | | FOR | X | | | X | |
| | | | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF M&T BANK CORPORATION FOR THE YEAR ENDING DECEMBER 31, 2019. | X | | FOR | X | | | X | |
4/18/2019 | CELANESE CORPORATION | CE | 150870103 | DIRECTORS | | | | | | | | |
| | | | J.S. Blackwell, W.M. Brown, E.G. Galante, K.M. Hill, D.F. Hoffmeister, Dr. J.V. Ihlenfeld, M.C. Rohr, K.K.W. Rucker, J.K. Wulff | X | | FOR | X | | | X | |
| | | | Ratification of the selection of KPMG LLP as our independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
| | | | Approval of the amendment of our Certificate of Incorporation. | X | | FOR | X | | | X | |
4/23/2019 | COMERICA INCORPORATED | CMA | 200340107 | DIRECTORS | | | | | | | | |
| | | | R.W. Babb, Jr., M.E. Collins, R.A. Cregg, T.K. DeNicola, C.C. Farmer, J.P. Kane, R.G. Lindner, B.R. Smith, R.S. Taubman, R.M. Turner, Jr.,N.G. Vaca, M.G. Van de Ven | X | | FOR | X | | | X | |
| | | | Ratification of the Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm | X | | FOR | X | | | X | |
| | | | Approval of a Non-Binding, Advisory Proposal Approving Executive Compensation | X | | FOR | X | | | X | |
4/23/2019 | FASTENAL COMPANY | FAST | 311900104 | DIRECTORS | | | | | | | | |
| | | | W.D. Oberton, M.J. Ancius, M.J. Dolan, S.L. Eastman, D.L. Florness, R.J. Heise, D.R. Jackson, D.L. Johnson, S.A. Satterlee, R.K. Wisecup | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2019 fiscal year. | X | | FOR | X | | | X | |
| | | | Approval, by non-binding vote, of executive compensation. | X | | FOR | X | | | X | |
| | | | A shareholder proposal related to diversity reporting. | | X | AGAINST | | X | | X | |
4/25/2019 | TEXAS INSTRUMENTS INCORPORATED | TXN | 882508104 | DIRECTORS | | | | | | | | |
| | | | M.A. Blinn, T.M. Bluedorn, J.F. Clark, C.S. Cox, M.S. Craghead, J.M. Hobby, R. Kirk, P.H. Patsley, R.E. Sanchez, R.K. Templeton | X | | FOR | X | | | X | |
| | | | Board proposal regarding advisory approval of the Company's executive compensation. | X | | FOR | X | | | X | |
| | | | Board proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
4/23/2019 | RENASANT CORPORATION | RNST | 75970E107 | DIRECTORS | | | | | | | | |
| | | | Connie L. Engel* | X | | FOR | X | | | X | |
| | | | John M. Creekmore# | X | | FOR | X | | | X | |
| | | | Jill V. Deer# | X | | FOR | X | | | X | |
| | | | Neal A. Holland, Jr.# | X | | FOR | X | | | X | |
| | | | E. Robinson McGraw# | X | | FOR | X | | | X | |
| | | | Sean M. Suggs# | X | | FOR | X | | | X | |
| | | | To adopt, in a non-binding advisory vote, a resolution approving the compensation of our named executive officers, as described in the proxy statement. | X | | FOR | X | | | X | |
| | | | To ratify the appointment of HORNE, LLP as our independent registered public accountants for 2019 | X | | FOR | X | | | X | |
4/23/2019 | THE PNC FINANCIAL SERVICES GROUP, INC | PNC | 693475105 | DIRECTORS | | | | | | | | |
| | | | J. Alvarado, C.E. Bunch, D.A. Cafaro, M.R. Cheshire, W.S. Demchak, A.T. Feldstein, R.J. Harshman, D.R. Hesse, R.B. Kelson, L.R. Medler, M. Pfinsgraff, T.Townes-Whitley, M.J. Ward | X | | FOR | X | | | X | |
| | | | Ratification of the Audit Committee's selection of PricewaterhouseCoopers LLP as PNC's independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
| | | | Advisory vote to approve named executive officer compensation. | X | | FOR | X | | | X | |
4/16/2019 | PINNACLE FINANCIAL PARTNERS, INC. | PNFP | 72346Q104 | DIRECTORS | | | | | | | | |
| | | | a.s. Boxley, III, C.E. Brock, R.J. Burkhart, G.L. Burns, R.D. Callicutt, II, M.G. Dickens, T. Farnsworth, III, J.C. Galante, G.B. Glover, D.B. Ingram, R.A. McCabe, Jr., R.L. Samuels, G.L. Scott, T.R. Sloan, R.L. Smith, III, G.D. Thompson, M.T. Turner | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019. | X | | FOR | X | | | X | |
| | | | To approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the annual meeting of shareholders | X | | FOR | X | | | X | |
4/24/2019 | OFG BANCORP | OFG | 67103X102 | DIRECTORS | | | | | | | | |
| | | | Julian S. Inclán | X | | FOR | X | | | X | |
| | | | José Rafael Fernández | X | | FOR | X | | | X | |
| | | | Pedro Morazzani | X | | FOR | X | | | X | |
| | | | Jorge Colon Gerena | X | | FOR | X | | | X | |
| | | | Juan Carlos Aguayo | X | | FOR | X | | | X | |
| | | | Néstor de Jesús | X | | FOR | X | | | X | |
| | | | Edwin Pérez | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of the Company's Named Executive Officers as set forth in the accompanying Proxy Statement. | X | | FOR | X | | | X | |
| | | | To ratify the selection of the Company's independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
4/17/2019 | WESBANCO, INC | WSBC | 950810101 | DIRECTORS | | | | | | | | |
| | | | Stephen J. Callen* | X | | FOR | X | | | X | |
| | | | Christopher V. Criss* | X | | FOR | X | | | X | |
| | | | Lisa A. Knutson* | X | | FOR | X | | | X | |
| | | | Joseph R. Robinson* | X | | FOR | X | | | X | |
| | | | Kerry M. Stemler* | X | | FOR | X | | | X | |
| | | | Michael J. Crawford# | X | | FOR | X | | | X | |
| | | | To approve an advisory (non-binding) vote on executive compensation paid to Wesbanco's named executive officers. | X | | FOR | X | | | X | |
| | | | To approve an advisory (non-binding) vote ratifying the appointment of Ernst & Young, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2019. | X | | FOR | X | | | X | |
4/24/2019 | BORGWARNER INC. | BWA | 099724106 | DIRECTORS | | | | | | | | |
| | | | J. Carlson, D.C. Cuneo, M.S. Hanley, F.B. Lissalde, P.A. Mascarenas, J.R. McKernan, Jr., D.D. McWhinney, A.P. Michas, V.L. Sato | X | | FOR | X | | | X | |
| | | | Advisory approval of the compensation of our named executive officers. | X | | FOR | X | | | X | |
| | | | Ratify the selection of PricewaterhouseCoopers LLP as Independent Registered Public Accounting firm for the Company for 2019. | X | | FOR | X | | | X | |
| | | | Stockholder proposal to require an independent Board Chairman. | | X | AGAINST | | X | | X | |
4/29/2019 | SCHNEIDER NATIONAL, INC. | SNDR | 80689H102 | DIRECTORS | | | | | | | | |
| | | | Mary P. DePrey | X | | FOR | X | | | X | |
| | | | James R. Giertz | X | | FOR | X | | | X | |
| | | | Adam P. Godfrey | X | | FOR | X | | | X | |
| | | | Robert W. Grubbs | X | | FOR | X | | | X | |
| | | | Norman E. Johnson | X | | FOR | X | | | X | |
| | | | Mark B. Rourke | X | | FOR | X | | | X | |
| | | | Daniel J. Sullivan | X | | FOR | X | | | X | |
| | | | John A. Swainson | X | | FOR | X | | | X | |
| | | | James L. Welch | X | | FOR | X | | | X | |
| | | | Kathleen M. Zimmermann | X | | FOR | X | | | X | |
| | | | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2019. | X | | FOR | X | | | X | |
| | | | To approve, on an advisory basis, the compensation of our named executive officers. | X | | FOR | X | | | X | |
5/2/2019 | TOTAL SYSTEM SERVICES, INC. | TSS | 891906109 | DIRECTORS | | | | | | | | |
| | | | F.T. Arroyo, K. Cloninger III, W.W. Driver, Jr., S.E. Harris, J.M. Johnson, C.D. McDaniel, R.A. Smith, J.T. Turner, M.T. Woods | X | | FOR | X | | | X | |
| | | | Ratification of the appointment of KPMG LLP as TSYS' independent auditor for the year 2019. | X | | FOR | X | | | X | |
| | | | Approval of the advisory resolution to approve executive compensation. | X | | FOR | X | | | X | |
| | | | Approval of an amendment to TSYS' Articles of Incorporation to eliminate the super majority voting requirement. | X | | FOR | X | | | X | |
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.