Chestnut Street Exchange Fund (CHNTX) N-PX Annual report of proxy voting record

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORMN-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED

MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number    811-02631  

                         Chestnut Street Exchange Fund                            

(Exact name of registrant as specified in charter)

301 Bellevue Parkway

                                     Wilmington, DE 19809                            

(Address of principal executive offices) (Zip code)

Terry Wettergreen

Chestnut Street Exchange Fund

301 Bellevue Parkway

                         Wilmington, DE 19809                            

(Name and address of agent for service)

Registrant’s telephone number, including area code:  1-800-852-4750

Date of fiscal year end:  December 31

Date of reporting period:  July 1, 2018 – June 30, 2019

FormN-PX is to be used by a registered management investment company, other than a small business investment company registered on FormN-5 (§§ 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 rule30b1-4 thereunder (17 CFR270.30b1-4). The Commission may use the information provided on FormN-PX in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by FormN-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in FormN-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. § 3507.

PROXY VOTING RECORD

FOR PERIOD JULY 1, 2018 TO JUNE 30, 2019

Company Name	Ticker	Primary CUSIP	Meeting Date	Proposal Number	Proponent	Proposal Text	Vote Instruction	Vote Against Management
3M Company	MMM	88579Y101	14-May-19	1a	Management	Elect Director Thomas “Tony” K. Brown	For	No
				1b	Management	Elect Director Pamela J. Craig	For	No
				1c	Management	Elect Director David B. Dillon	For	No
				1d	Management	Elect Director Michael L. Eskew	For	No
				1e	Management	Elect Director Herbert L. Henkel	For	No
				1f	Management	Elect Director Amy E. Hood	For	No
				1g	Management	Elect Director Muhtar Kent	For	No
				1h	Management	Elect Director Edward M. Liddy	For	No
				1i	Management	Elect Director Dambisa F. Moyo	For	No
				1j	Management	Elect Director Gregory R. Page	For	No
				1k	Management	Elect Director Michael F. Roman	For	No
				1l	Management	Elect Director Patricia A. Woertz	For	No
				2	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Consider Pay Disparity Between Executives and Other Employees	Against	No
Abbott Laboratories	ABT	002824100	26-Apr-19	1.1	Management	Elect Director Robert J. Alpern	For	No
				1.10	Management	Elect Director Daniel J. Starks	For	No
				1.11	Management	Elect Director John G. Stratton	For	No
				1.12	Management	Elect Director Glenn F. Tilton	For	No
				1.13	Management	Elect Director Miles D. White	For	No
				1.2	Management	Elect Director Roxanne S. Austin	For	No
				1.3	Management	Elect Director Sally E. Blount	For	No
				1.4	Management	Elect Director Michelle A. Kumbier	For	No
				1.5	Management	Elect Director Edward M. Liddy	For	No
				1.6	Management	Elect Director Nancy McKinstry	For	No
				1.7	Management	Elect Director Phebe N. Novakovic	For	No
				1.8	Management	Elect Director William A. Osborn	For	No
				1.9	Management	Elect Director Samuel C. Scott, III	For	No
				2	Management	Ratify Ernst & Young LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Require Independent Board Chairman	Against	No
Air Products & Chemicals, Inc.	APD	009158106	24-Jan-19	1a	Management	Elect Director Susan K. Carter	For	No
				1b	Management	Elect Director Charles I. Cogut	For	No
				1c	Management	Elect Director Seifi Ghasemi	For	No
				1d	Management	Elect Director Chadwick C. Deaton	For	No
				1e	Management	Elect Director David H. Y. Ho	For	No
				1f	Management	Elect Director Margaret G. McGlynn	For	No
				1g	Management	Elect Director Edward L. Monser	For	No
				1h	Management	Elect Director Matthew H. Paull	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officer Compensation	For	No
				3	Management	Ratify Deloitte & Touche LLP as Auditors	For	No
Alphabet Inc.	GOOGL	02079K305	19-Jun-19	1.1	Management	Elect Director Larry Page	For	No
				1.10	Management	Elect Director Robin L. Washington	For	No
				1.2	Management	Elect Director Sergey Brin	For	No
				1.3	Management	Elect Director John L. Hennessy	Withhold	Yes
				1.4	Management	Elect Director L. John Doerr	For	No
				1.5	Management	Elect Director Roger W. Ferguson, Jr.	For	No
				1.6	Management	Elect Director Ann Mather	For	No
				1.7	Management	Elect Director Alan R. Mulally	For	No
				1.8	Management	Elect Director Sundar Pichai	For	No
				1.9	Management	Elect Director K. Ram Shriram	For	No
				10	Share Holder	Employ Advisors to Explore Alternatives to Maximize Value	Against	No
				11	Share Holder	Approve Nomination of Employee Representative Director	Against	No
				12	Share Holder	Adopt Simple Majority Vote	Against	No
				13	Share Holder	Assess Feasibility of Including Sustainability as a Performance Measure for Senior Executive Compensation	Against	No
				14	Share Holder	Report on Human Rights Risk Assessment	Against	No
				15	Share Holder	Adopt Compensation Clawback Policy	For	Yes
				16	Share Holder	Report on Policies and Risks Related to Content Governance	Against	No
				2	Management	Ratify Ernst & Young LLP as Auditors	For	No
				3	Management	Amend Omnibus Stock Plan	For	No

Alphabet Inc.	GOOGL	02079K305	43635.375	4	Share Holder	Approve Recapitalization Plan for all Stock to Have One-vote per Share	For	Yes
				5	Share Holder	Adopt a Policy Prohibiting Inequitable Employment Practices	Against	No
				6	Share Holder	Establish Societal Risk Oversight Committee	Against	No
				7	Share Holder	Report on Sexual Harassment Policies	Against	No
				8	Share Holder	Require a Majority Vote for the Election of Directors	For	Yes
				9	Share Holder	Report on Gender Pay Gap	Against	No
Altria Group, Inc.	MO	02209S103	16-May-19	1.1	Management	Elect Director John T. Casteen, III	For	No
				1.10	Management	Elect Director Virginia E. Shanks	For	No
				1.11	Management	Elect Director Howard A. Willard, III	For	No
				1.2	Management	Elect Director Dinyar S. Devitre	For	No
				1.3	Management	Elect Director Thomas F. Farrell, II	For	No
				1.4	Management	Elect Director Debra J. Kelly-Ennis	For	No
				1.5	Management	Elect Director W. Leo Kiely, III	For	No
				1.6	Management	Elect Director Kathryn B. McQuade	For	No
				1.7	Management	Elect Director George Munoz	For	No
				1.8	Management	Elect Director Mark E. Newman	For	No
				1.9	Management	Elect Director Nabil Y. Sakkab	For	No
				2	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Reduce Nicotine Levels in Tobacco Products	Against	No
				5	Share Holder	Report on Lobbying Payments and Policy	Against	No
Amazon.com, Inc.	AMZN	023135106	22-May-19	10	Share Holder	Report on Sexual Harassment	Against	No
				11	Share Holder	Report on Climate Change	Against	No
				12	Share Holder	Disclose a Board of Directors’ Qualification Matrix	Against	No
				13	Share Holder	Report on Gender Pay Gap	Against	No
				14	Share Holder	Assess Feasibility of Including Sustainability as a Performance Measure for Senior Executive Compensation	Against	No
				15	Share Holder	Provide Vote Counting to Exclude Abstentions	Against	No
				1a	Management	Elect Director Jeffrey P. Bezos	For	No
				1b	Management	Elect Director Rosalind G. Brewer	For	No
				1c	Management	Elect Director Jamie S. Gorelick	For	No
				1d	Management	Elect Director Daniel P. Huttenlocher	For	No
				1e	Management	Elect Director Judith A. McGrath	For	No
				1f	Management	Elect Director Indra K. Nooyi	For	No
				1g	Management	Elect Director Jonathan J. Rubinstein	For	No
				1h	Management	Elect Director Thomas O. Ryder	For	No
				1i	Management	Elect Director Patricia Q. Stonesifer	For	No
				1j	Management	Elect Director Wendell P. Weeks	Against	Yes
				2	Management	Ratify Ernst & Young LLP as Auditor	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Report on Management of Food Waste	Against	No
				5	Share Holder	Reduce Ownership Threshold for Shareholders to Call Special Meeting	Against	No
				6	Share Holder	Prohibit Sales of Facial Recognition Technology to Government Agencies	Against	No
				7	Share Holder	Report on Impact of Government Use of Facial Recognition Technologies	Against	No
				8	Share Holder	Report on Products Promoting Hate Speech	Against	No
				9	Share Holder	Require Independent Board Chairman	Against	No
Apple, Inc.	AAPL	037833100	01-Mar-19	1a	Management	Elect Director James Bell	For	No
				1b	Management	Elect Director Tim Cook	For	No
				1c	Management	Elect Director Al Gore	For	No
				1d	Management	Elect Director Bob Iger	For	No
				1e	Management	Elect Director Andrea Jung	For	No
				1f	Management	Elect Director Art Levinson	For	No
				1g	Management	Elect Director Ron Sugar	For	No
				1h	Management	Elect Director Sue Wagner	For	No
				2	Management	Ratify Ernst & Young LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Proxy Access Amendments	Against	No
				5	Share Holder	Disclose Board Diversity and Qualifications	Against	No
Bank of America Corporation	BAC	060505104	24-Apr-19	1a	Management	Elect Director Sharon L. Allen	For	No
				1b	Management	Elect Director Susan S. Bies	For	No
				1c	Management	Elect Director Jack O. Bovender, Jr.	For	No
				1d	Management	Elect Director Frank P. Bramble, Sr.	For	No
				1e	Management	Elect Director Pierre J.P. de Weck	For	No
				1f	Management	Elect Director Arnold W. Donald	For	No
				1g	Management	Elect Director Linda P. Hudson	For	No

Bank of America Corporation	BAC	060505104	24-Apr-19	1h	Management	Elect Director Monica C. Lozano	For	No
				1i	Management	Elect Director Thomas J. May	For	No
				1j	Management	Elect Director Brian T. Moynihan	For	No
				1k	Management	Elect Director Lionel L. Nowell, III	For	No
				1l	Management	Elect Director Clayton S. Rose	For	No
				1m	Management	Elect Director Michael D. White	For	No
				1n	Management	Elect Director Thomas D. Woods	For	No
				1o	Management	Elect Director R. David Yost	For	No
				1p	Management	Elect Director Maria T. Zuber	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify PricewaterhouseCoopers LLP as Auditors	For	No
				4	Management	Amend Omnibus Stock Plan	For	No
				5	Share Holder	Report on Gender Pay Gap	Against	No
				6	Share Holder	Provide Right to Act by Written Consent	Against	No
				7	Share Holder	Amend Proxy Access Right	Against	No
Cabot Corp.	CBT	127055101	07-Mar-19	1.1	Management	Elect Director Michael M. Morrow	For	No
				1.2	Management	Elect Director Sue H. Rataj	For	No
				1.3	Management	Elect Director Frank A. Wilson	For	No
				1.4	Management	Elect Director Matthias L. Wolfgruber	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify Deloitte & Touche LLP as Auditors	For	No
Check Point Software Technologies Ltd.	CHKP	M22465104	20-Aug-18	1.1	Management	Reelect Gil Shwed as Director	For	No
				1.2	Management	Reelect Marius Nacht as Director	For	No
				1.3	Management	Reelect Jerry Ungerman as Director	For	No
				1.4	Management	Reelect Dan Propper as Director	For	No
				1.5	Management	Reelect David Rubner as Director	For	No
				1.6	Management	Reelect Tal Shavit as Director	For	No
				2.1	Management	Reelect Yoav Chelouche as External Director	For	No
				2.2	Management	Reelect Guy Gecht as External Director	For	No
				3	Management	Reappoint Kost, Forer, Gabbay & Kasierer as Auditors and Authorize Board to Fix Their Remuneration	For	No
				4	Management	Approve Employment Terms of Gil Shwed, CEO	For	No
				A	Management	Vote FOR if you are a controlling shareholder or have a personal interest in one or several resolutions, as indicated in the proxy card; otherwise, vote AGAINST. You may not abstain. If you vote FOR, please provide an explanation to your account manager	Against	No
			19-Jun-19	1.1	Management	Elect Gil Shwed as Director	For	No
				1.2	Management	Elect Marius Nacht as Director	For	No
				1.3	Management	Elect Jerry Ungerman as Director	For	No
				1.4	Management	Elect Dan Propper as Director	For	No
				1.5	Management	Elect Tal Shavit as Director	For	No
				1.6	Management	Elect Shai Weiss as Director	For	No
				2	Management	Reappoint Kost, Forer, Gabbay & Kasierer as Auditors and Authorize Board to Fix Their Remuneration	For	No
				3	Management	Approve Employment Terms of Gil Shwed, CEO	For	No
				4	Management	Approve Compensation Policy for the Directors and Officers of the Company	For	No
				5	Management	Approve Amended Employee Stock Purchase Plan	For	No
				A	Management	Vote FOR if you are a controlling shareholder or have a personal interest in one or several resolutions, as indicated in the proxy card; otherwise, vote AGAINST. You may not abstain. If you vote FOR, please provide an explanation to your account manager	Against	No
Cisco Systems, Inc.	CSCO	17275R102	12-Dec-18	1a	Management	Elect Director M. Michele Burns	For	No
				1b	Management	Elect Director Michael D. Capellas	For	No
				1c	Management	Elect Director Mark Garrett	For	No
				1d	Management	Elect Director Kristina M. Johnson	For	No
				1e	Management	Elect Director Roderick C. McGeary	For	No
				1f	Management	Elect Director Charles H. Robbins	For	No
				1g	Management	Elect Director Arun Sarin	For	No
				1h	Management	Elect Director Brenton L. Saunders	For	No
				1i	Management	Elect Director Steven M. West	For	No
				2	Management	Amend Qualified Employee Stock Purchase Plan	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Management	Ratify PricewaterhouseCoopers LLP as Auditors	For	No
				5	Share Holder	Require Independent Board Chairman	For	Yes
				6	Share Holder	Adjust Executive Compensation Metrics for Share Buybacks	Against	No
Comcast Corporation	CMCSA	20030N101	05-Jun-19	1.1	Management	Elect Director Kenneth J. Bacon	For	No
				1.10	Management	Elect Director Brian L. Roberts	For	No
				1.2	Management	Elect Director Madeline S. Bell	For	No
				1.3	Management	Elect Director Sheldon M. Bonovitz	For	No
				1.4	Management	Elect Director Edward D. Breen	For	No
				1.5	Management	Elect Director Gerald L. Hassell	For	No
				1.6	Management	Elect Director Jeffrey A. Honickman	For	No

Comcast Corporation	CMCSA	20030N101	05-Jun-19	1.7	Management	Elect Director Maritza G. Montiel	For	No
				1.8	Management	Elect Director Asuka Nakahara	For	No
				1.9	Management	Elect Director David C. Novak	For	No
				2	Management	Ratify Deloitte & Touche LLP as Auditor	For	No
				3	Management	Approve Nonqualified Employee Stock Purchase Plan	For	No
				4	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				5	Share Holder	Require Independent Board Chairman	Against	No
				6	Share Holder	Report on Lobbying Payments and Policy	Against	No
Emerson Electric Co.	EMR	291011104	05-Feb-19	1.1	Management	Elect Director Clemens A. H. Boersig	For	No
				1.2	Management	Elect Director Joshua B. Bolten	For	No
				1.3	Management	Elect Director Lori M. Lee	For	No
				2	Management	Ratify KPMG LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
Exxon Mobil Corporation	XOM	30231G102	29-May-19	1.1	Management	Elect Director Susan K. Avery	For	No
				1.10	Management	Elect Director Darren W. Woods	For	No
				1.2	Management	Elect Director Angela F. Braly	For	No
				1.3	Management	Elect Director Ursula M. Burns	For	No
				1.4	Management	Elect Director Kenneth C. Frazier	For	No
				1.5	Management	Elect Director Steven A. Kandarian	For	No
				1.6	Management	Elect Director Douglas R. Oberhelman	For	No
				1.7	Management	Elect Director Samuel J. Palmisano	For	No
				1.8	Management	Elect Director Steven S Reinemund	Against	Yes
				1.9	Management	Elect Director William C. Weldon	For	No
				10	Share Holder	Report on Lobbying Payments and Policy	Against	No
				2	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Require Independent Board Chairman	Against	No
				5	Share Holder	Amend Bylaws - Call Special Meetings	Against	No
				6	Share Holder	Disclose a Board Diversity and Qualifications Matrix	Against	No
				7	Share Holder	Establish Environmental/Social Issue Board Committee	Against	No
				8	Share Holder	Report on Risks of Petrochemical Operations in Flood Prone Areas	For	Yes
				9	Share Holder	Report on Political Contributions	Against	No
General Electric Company	GE	369604103	08-May-19	1	Management	Elect Director Sebastien M. Bazin	For	No
				10	Management	Elect Director James S. Tisch	For	No
				11	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				12	Management	Approve Reduction in Minimum Size of Board	For	No
				13	Management	Ratify KPMG LLP as Auditors	For	No
				14	Share Holder	Require Independent Board Chairman	Against	No
				15	Share Holder	Provide for Cumulative Voting	Against	No
				2	Management	Elect Director H. Lawrence Culp, Jr.	For	No
				3	Management	Elect Director Francisco D’Souza	For	No
				4	Management	Elect Director Edward P. Garden	For	No
				5	Management	Elect Director Thomas W. Horton	For	No
				6	Management	Elect Director RisaLavizzo-Mourey	For	No
				7	Management	Elect Director Catherine Lesjak	For	No
				8	Management	Elect Director Paula Rosput Reynolds	For	No
				9	Management	Elect Director Leslie F. Seidman	For	No
Intel Corporation	INTC	458140100	16-May-19	1a	Management	Elect Director Aneel Bhusri	For	No
				1b	Management	Elect Director Andy D. Bryant	For	No
				1c	Management	Elect Director Reed E. Hundt	For	No
				1d	Management	Elect Director Omar Ishrak	For	No
				1e	Management	Elect Director RisaLavizzo-Mourey	For	No
				1f	Management	Elect DirectorTsu-Jae King Liu	For	No
				1g	Management	Elect Director Gregory D. Smith	For	No
				1h	Management	Elect Director Robert ‘Bob’ H. Swan	For	No
				1i	Management	Elect Director Andrew Wilson	For	No
				1j	Management	Elect Director Frank D. Yeary	For	No
				2	Management	Ratify Ernst & Young LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Management	Amend Omnibus Stock Plan	For	No
				5	Share Holder	Provide Right to Act by Written Consent	Against	No
				6	Share Holder	Report on Gender Pay Gap	Against	No
				7	Share Holder	Request for an Annual Advisory Vote on Political Contributions	Against	No
Johnson & Johnson	JNJ	478160104	25-Apr-19	1a	Management	Elect Director Mary C. Beckerle	For	No

Johnson & Johnson	JNJ	478160104	25-Apr-19	1b	Management	Elect Director D. Scott Davis	For	No
				1c	Management	Elect Director Ian E. L. Davis	For	No
				1d	Management	Elect Director Jennifer A. Doudna	For	No
				1e	Management	Elect Director Alex Gorsky	For	No
				1f	Management	Elect Director Marillyn A. Hewson	For	No
				1g	Management	Elect Director Mark B. McClellan	For	No
				1h	Management	Elect Director Anne M. Mulcahy	For	No
				1i	Management	Elect Director William D. Perez	For	No
				1j	Management	Elect Director Charles Prince	For	No
				1k	Management	Elect Director A. Eugene Washington	For	No
				1l	Management	Elect Director Ronald A. Williams	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				4	Share Holder	Clawback Disclosure of Recoupment Activity from Senior Officers	Against	No
				5	Share Holder	Report on Integrating Risks Related to Drug Pricing into Senior Executive Compensation	Against	No
JPMorgan Chase & Co.	JPM	46625H100	21-May-19	1a	Management	Elect Director Linda B. Bammann	For	No
				1b	Management	Elect Director James A. Bell	For	No
				1c	Management	Elect Director Stephen B. Burke	For	No
				1d	Management	Elect Director Todd A. Combs	For	No
				1e	Management	Elect Director James S. Crown	For	No
				1f	Management	Elect Director James Dimon	For	No
				1g	Management	Elect Director Timothy P. Flynn	For	No
				1h	Management	Elect Director Mellody Hobson	For	No
				1i	Management	Elect Director Laban P. Jackson, Jr.	For	No
				1j	Management	Elect Director Michael A. Neal	For	No
				1k	Management	Elect Director Lee R. Raymond	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				4	Share Holder	Report on Gender Pay Gap	Against	No
				5	Share Holder	Amend Proxy Access Right	Against	No
				6	Share Holder	Provide for Cumulative Voting	Against	No
Merck & Co., Inc.	MRK	58933Y105	28-May-19	1a	Management	Elect Director Leslie A. Brun	For	No
				1b	Management	Elect Director Thomas R. Cech	For	No
				1c	Management	Elect Director Mary Ellen Coe	For	No
				1d	Management	Elect Director Pamela J. Craig	For	No
				1e	Management	Elect Director Kenneth C. Frazier	For	No
				1f	Management	Elect Director Thomas H. Glocer	For	No
				1g	Management	Elect Director Rochelle B. Lazarus	For	No
				1h	Management	Elect Director Paul B. Rothman	For	No
				1i	Management	Elect Director Patricia F. Russo	For	No
				1j	Management	Elect Director Inge G. Thulin	For	No
				1k	Management	Elect Director Wendell P. Weeks	Against	Yes
				1l	Management	Elect Director Peter C. Wendell	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Approve Omnibus Stock Plan	For	No
				4	Management	Ratify PricewaterhouseCoopers LLP as Auditors	For	No
				5	Share Holder	Require Independent Board Chairman	Against	No
				6	Share Holder	Adopt Policy Disclosing Rationale Behind Approval of Sale of Compensation Shares by a Senior Executive During a Buyback	Against	No
				7	Share Holder	Report on Integrating Risks Related to Drug Pricing into Senior Executive Compensation	Against	No
Microsoft Corp.	MSFT	594918104	28-Nov-18	1.1	Management	Elect Director William H. Gates, III	For	No
				1.10	Management	Elect Director Charles W. Scharf	For	No
				1.11	Management	Elect Director Arne M. Sorenson	For	No
				1.12	Management	Elect Director John W. Stanton	For	No
				1.13	Management	Elect Director John W. Thompson	For	No
				1.14	Management	Elect Director Padmasree Warrior	For	No
				1.2	Management	Elect Director Reid G. Hoffman	For	No
				1.3	Management	Elect Director Hugh F. Johnston	For	No
				1.4	Management	Elect Director Teri L. List-Stoll	For	No
				1.5	Management	Elect Director Satya Nadella	For	No
				1.6	Management	Elect Director Charles H. Noski	For	No
				1.7	Management	Elect Director Helmut Panke	For	No
				1.8	Management	Elect Director Sandra E. Peterson	For	No
				1.9	Management	Elect Director Penny S. Pritzker	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No

Microsoft Corp.	MSFT	594918104	28-Nov-18	3	Management	Ratify Deloitte & Touche LLP as Auditors	For	No
Mondelez International, Inc.	MDLZ	609207105	15-May-19	1a	Management	Elect Director Lewis W.K. Booth	For	No
				1b	Management	Elect Director Charles E. Bunch	For	No
				1c	Management	Elect Director Debra A. Crew	For	No
				1d	Management	Elect Director Lois D. Juliber	For	No
				1e	Management	Elect Director Mark D. Ketchum	For	No
				1f	Management	Elect Director Peter W. May	For	No
				1g	Management	Elect Director Jorge S. Mesquita	For	No
				1h	Management	Elect Director Joseph Neubauer	For	No
				1i	Management	Elect Director Fredric G. Reynolds	For	No
				1j	Management	Elect Director Christiana S. Shi	For	No
				1k	Management	Elect Director Patrick T. Siewert	For	No
				1l	Management	Elect Director Jean-Francois M. L. van Boxmeer	For	No
				1m	Management	Elect Director Dirk Van de Put	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify PricewaterhouseCoopers LLP as Auditor	For	No
				4	Share Holder	Report on Mitigating Impacts of Deforestation in Company’s Supply Chain	Against	No
				5	Share Holder	Consider Pay Disparity Between Executives and Other Employees	Against	No
Moody’s Corporation	MCO	615369105	16-Apr-19	1.1	Management	Elect Director Basil L. Anderson	For	No
				1.10	Management	Elect Director Gerrit Zalm	For	No
				1.2	Management	Elect Director Jorge A. Bermudez	For	No
				1.3	Management	Elect Director Therese Esperdy	For	No
				1.4	Management	Elect Director Vincent A. Forlenza	For	No
				1.5	Management	Elect Director Kathryn M. Hill	For	No
				1.6	Management	Elect Director Raymond W. McDaniel, Jr.	For	No
				1.7	Management	Elect Director Henry A. McKinnell, Jr.	For	No
				1.8	Management	Elect Director Leslie F. Seidman	For	No
				1.9	Management	Elect Director Bruce Van Saun	For	No
				2	Management	Ratify KPMG LLP as Auditor	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
Oracle Corp.	ORCL	68389X105	14-Nov-18	1.1	Management	Elect Director Jeffrey S. Berg	For	No
				1.10	Management	Elect Director Renee J. James	For	No
				1.11	Management	Elect Director Charles W. Moorman, IV	For	No
				1.12	Management	Elect Director Leon E. Panetta	Withhold	Yes
				1.13	Management	Elect Director William G. Parrett	For	No
				1.14	Management	Elect Director Naomi O. Seligman	Withhold	Yes
				1.2	Management	Elect Director Michael J. Boskin	For	No
				1.3	Management	Elect Director Safra A. Catz	For	No
				1.4	Management	Elect Director Bruce R. Chizen	For	No
				1.5	Management	Elect Director George H. Conrades	Withhold	Yes
				1.6	Management	Elect Director Lawrence J. Ellison	For	No
				1.7	Management	Elect Director Hector Garcia-Molina	For	No
				1.8	Management	Elect Director Jeffrey O. Henley	For	No
				1.9	Management	Elect Director Mark V. Hurd	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	Against	Yes
				3	Management	Ratify Ernst & Young LLP as Auditors	For	No
				4	Share Holder	Report on Gender Pay Gap	For	Yes
				5	Share Holder	Report on Political Contributions	Against	No
				6	Share Holder	Report on Lobbying Payments and Policy	Against	No
				7	Share Holder	Require Independent Board Chairman	Against	No
PepsiCo, Inc.	PEP	713448108	01-May-19	1a	Management	Elect Director Shona L. Brown	For	No
				1b	Management	Elect Director Cesar Conde	For	No
				1c	Management	Elect Director Ian Cook	For	No
				1d	Management	Elect Director Dina Dublon	For	No
				1e	Management	Elect Director Richard W. Fisher	For	No
				1f	Management	Elect Director Michelle Gass	For	No
				1g	Management	Elect Director William R. Johnson	For	No
				1h	Management	Elect Director Ramon Laguarta	For	No
				1i	Management	Elect Director David C. Page	For	No
				1j	Management	Elect Director Robert C. Pohlad	For	No
				1k	Management	Elect Director Daniel Vasella	For	No
				1l	Management	Elect Director Darren Walker	For	No
				1m	Management	Elect Director Alberto Weisser	For	No
				2	Management	Ratify KPMG LLP as Auditors	For	No

PepsiCo, Inc.	PEP	713448108	01-May-19	3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Management	Eliminate Supermajority Vote Requirement	For	No
				5	Share Holder	Require Independent Board Chairman	Against	No
				6	Share Holder	Report on Pesticide Management	Against	No
Philip Morris International Inc.	PM	718172109	01-May-19	1.1	Management	Elect Director Andre Calantzopoulos	For	No
				1.10	Management	Elect Director Frederik Paulsen	For	No
				1.11	Management	Elect Director Robert B. Polet	For	No
				1.12	Management	Elect Director Stephen M. Wolf	For	No
				1.2	Management	Elect Director Louis C. Camilleri	For	No
				1.3	Management	Elect Director Massimo Ferragamo	For	No
				1.4	Management	Elect Director Werner Geissler	For	No
				1.5	Management	Elect Director Lisa A. Hook	For	No
				1.6	Management	Elect Director Jennifer Li	For	No
				1.7	Management	Elect Director Jun Makihara	For	No
				1.8	Management	Elect Director Kalpana Morparia	For	No
				1.9	Management	Elect Director Lucio A. Noto	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Ratify PricewaterhouseCoopers SA as Auditor	For	No
Schlumberger Limited	SLB	806857108	03-Apr-19	1a	Management	Elect Director Peter L.S. Currie	For	No
				1b	Management	Elect Director Miguel M. Galuccio	For	No
				1c	Management	Elect Director Paal Kibsgaard	For	No
				1d	Management	Elect Director Nikolay Kudryavtsev	For	No
				1e	Management	Elect Director Tatiana A. Mitrova	For	No
				1f	Management	Elect Director Indra K. Nooyi	For	No
				1g	Management	Elect Director Lubna S. Olayan	For	No
				1h	Management	Elect Director Mark G. Papa	For	No
				1i	Management	Elect Director Leo Rafael Reif	For	No
				1j	Management	Elect Director Henri Seydoux	For	No
				2	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3	Management	Adopt and Approve Financials and Dividends	For	No
				4	Management	Ratify PricewaterhouseCoopers LLP as Auditors	For	No
				5	Management	AmendNon-Employee Director Restricted Stock Plan	For	No
The Home Depot, Inc.	HD	437076102	23-May-19	1a	Management	Elect Director Gerard J. Arpey	For	No
				1b	Management	Elect Director Ari Bousbib	For	No
				1c	Management	Elect Director Jeffery H. Boyd	For	No
				1d	Management	Elect Director Gregory D. Brenneman	For	No
				1e	Management	Elect Director J. Frank Brown	For	No
				1f	Management	Elect Director Albert P. Carey	For	No
				1g	Management	Elect Director Helena B. Foulkes	For	No
				1h	Management	Elect Director Linda R. Gooden	For	No
				1i	Management	Elect Director Wayne M. Hewett	For	No
				1j	Management	Elect Director Manuel Kadre	For	No
				1k	Management	Elect Director Stephanie C. Linnartz	For	No
				1l	Management	Elect Director Craig A. Menear	For	No
				2	Management	Ratify KPMG LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Prepare Employment Diversity Report and Report on Diversity Policies	Against	No
				5	Share Holder	Reduce Ownership Threshold for Shareholders to Call Special Meeting	Against	No
				6	Share Holder	Report on Prison Labor in the Supply Chain	Against	No
The Walt Disney Co.	DIS	254687106	07-Mar-19	1a	Management	Elect Director Susan E. Arnold	For	No
				1b	Management	Elect Director Mary T. Barra	For	No
				1c	Management	Elect Director Safra A. Catz	For	No
				1d	Management	Elect Director Francis A. deSouza	For	No
				1e	Management	Elect Director Michael Froman	For	No
				1f	Management	Elect Director Robert A. Iger	For	No
				1g	Management	Elect Director Maria Elena Lagomasino	For	No
				1h	Management	Elect Director Mark G. Parker	For	No
				1i	Management	Elect Director Derica W. Rice	For	No
				2	Management	Ratify PricewaterhouseCoopers LLP as Auditors	For	No
				3	Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4	Share Holder	Report on Lobbying Payments and Policy	Against	No
				5	Share Holder	Assess Feasibility of Cyber Security and Data Privacy as a Performance Measure for Senior Executive Compensation	Against	No
The Walt Disney Company	DIS	254687106	27-Jul-18	1	Management	Issue Shares in Connection with Acquisition	For	No
				2	Management	Adjourn Meeting	For	No

Union Pacific Corporation	UNP	907818108	16-May-19	1a		Management	Elect Director Andrew H. Card, Jr.	For	No
				1b		Management	Elect Director Erroll B. Davis, Jr.	For	No
				1c		Management	Elect Director William J. DeLaney	For	No
				1d		Management	Elect Director David B. Dillon	For	No
				1e		Management	Elect Director Lance M. Fritz	For	No
				1f		Management	Elect Director Deborah C. Hopkins	For	No
				1g		Management	Elect Director Jane H. Lute	For	No
				1h		Management	Elect Director Michael R. McCarthy	For	No
				1i		Management	Elect Director Thomas F. McLarty, III	For	No
				1j		Management	Elect Director Bhavesh V. Patel	For	No
				1k		Management	Elect Director Jose H. Villarreal	For	No
				2		Management	Ratify Deloitte & Touche LLP as Auditors	For	No
				3		Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				4		Share Holder	Require Independent Board Chairman	Against	No
Versum Materials, Inc.	VSM	92532W103	29-Jan-19	1.1		Management	Elect Director Seifi Ghasemi	For	No
				1.2		Management	Elect Director Guillermo Novo	For	No
				1.3		Management	Elect Director Jacques Croisetiere	For	No
				1.4		Management	Elect Director Yi Hyon Paik	For	No
				1.5		Management	Elect Director Thomas J. Riordan	For	No
				1.6		Management	Elect Director Susan C. Schnabel	For	No
				1.7		Management	Elect Director Alejandro D. Wolff	For	No
				2		Management	Ratify KPMG LLP as Auditors	For	No
				3		Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
			17-Jun-19	1		Management	Approve Merger Agreement	For	No
				2		Management	Advisory Vote on Golden Parachutes	For	No
				3		Management	Adjourn Meeting	For	No
Walmart Inc.	WMT	931142103	05-Jun-19	1a		Management	Elect Director Cesar Conde	For	No
				1b		Management	Elect Director Stephen “Steve” J. Easterbrook	For	No
				1c		Management	Elect Director Timothy “Tim” P. Flynn	For	No
				1d		Management	Elect Director Sarah J. Friar	For	No
				1e		Management	Elect Director Carla A. Harris	For	No
				1f		Management	Elect Director Thomas “Tom” W. Horton	For	No
				1g	��	Management	Elect Director Marissa A. Mayer	For	No
				1h		Management	Elect Director C. Douglas “Doug” McMillon	For	No
				1i		Management	Elect Director Gregory “Greg” B. Penner	For	No
				1j		Management	Elect Director Steven “Steve” S Reinemund	For	No
				1k		Management	Elect Director S. Robson “Rob” Walton	For	No
				1l		Management	Elect Director Steuart L. Walton	For	No
				2		Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3		Management	Ratify Ernst & Young LLP as Auditors	For	No
				4		Share Holder	Report on Sexual Harassment	Against	No
				5		Share Holder	Provide for Cumulative Voting	Against	No
Wells Fargo & Company	WFC	949746101	23-Apr-19	1a		Management	Elect Director John D. Baker, II	For	No
				1b		Management	Elect Director Celeste A. Clark	For	No
				1c		Management	Elect Director Theodore F. Craver, Jr.	For	No
				1d		Management	Elect Director Elizabeth A. “Betsy” Duke	For	No
				1e		Management	Elect Director Wayne M. Hewett	For	No
				1f		Management	Elect Director Donald M. James	For	No
				1g		Management	Elect Director Maria R. Morris	For	No
				1h		Management	Elect Director Juan A. Pujadas	For	No
				1i		Management	Elect Director James H. Quigley	For	No
				1j		Management	Elect Director Ronald L. Sargent	For	No
				1k		Management	Elect Director C. Allen Parker	For	No
				1l		Management	Elect Director Suzanne M. Vautrinot	For	No
				2		Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3		Management	Amend Omnibus Stock Plan	For	No
				4		Management	Ratify KPMG LLP as Auditors	For	No
				5		Share Holder	Report on Incentive-Based Compensation and Risks of Material Losses	Against	No
				6		Share Holder	Report on Global Median Gender Pay Gap	Against	No
Westinghouse Air Brake Technologies Corporation	WAB	929740108	17-May-19	1.1		Management	Elect Director William E. Kassling	For	No
				1.2		Management	Elect Director Albert J. Neupaver	For	No
				2		Management	Advisory Vote to Ratify Named Executive Officers’ Compensation	For	No
				3		Management	Ratify Ernst & Young LLP as Auditors	For	No

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant                               Chestnut Street Exchange Fund                                                                                      

By (Signature and Title)*      /s/  Terry Wettergreen                                                                                                     

Terry Wettergreen, President & Chief Compliance Officer

(principal executive officer)

Date                             08/28/2019                                

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