UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 |
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FORM N-PX |
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annual report of proxy voting record of |
registered management investment company |
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Investment Company Act file number: 811- 00523 |
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BNY Mellon Large Cap Securities Fund, Inc. |
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(Exact name of registrant as specified in charter) |
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c/o BNY Mellon Investment Adviser, Inc. 240 Greenwich Street New York, New York 10286 |
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(Address of principal executive offices) (Zip code) |
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Deirdre Cunnane, Esq. 240 Greenwich Street New York, New York 10286 |
(Name and address of agent for service) |
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Registrant's telephone number, including area code: (212) 922-6400 |
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Date of fiscal year end: 12/31 |
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Date of reporting period: July 1, 2022-June 30, 2023 |
Item 1. Proxy Voting Record
================== BNY Mellon Large Cap Securities Fund, Inc. ==================
ABBVIE INC.
Ticker: ABBV Security ID: 00287Y109
Meeting Date: MAY 05, 2023 Meeting Type: Annual
Record Date: MAR 06, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Alpern For For Management
1.2 Elect Director Melody B. Meyer For For Management
1.3 Elect Director Frederick H. Waddell For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Eliminate Supermajority Vote For For Management
Requirement
5 Adopt Simple Majority Vote Against For Shareholder
6 Report on Congruency of Political Against Against Shareholder
Spending with Company Values and
Priorities
7 Report on Lobbying Payments and Policy Against For Shareholder
8 Report on Impact of Extended Patent Against For Shareholder
Exclusivities on Product Access
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ALCOA CORPORATION
Ticker: AA Security ID: 013872106
Meeting Date: MAY 05, 2023 Meeting Type: Annual
Record Date: MAR 08, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Steven W. Williams For For Management
1b Elect Director Mary Anne Citrino For For Management
1c Elect Director Pasquale (Pat) Fiore For For Management
1d Elect Director Thomas J. Gorman For For Management
1e Elect Director Roy C. Harvey For For Management
1f Elect Director James A. Hughes For For Management
1g Elect Director Carol L. Roberts For For Management
1h Elect Director Jackson (Jackie) P. For For Management
Roberts
1i Elect Director Ernesto Zedillo For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
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AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 24, 2023 Meeting Type: Annual
Record Date: MAR 30, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey P. Bezos For For Management
1b Elect Director Andrew R. Jassy For For Management
1c Elect Director Keith B. Alexander For For Management
1d Elect Director Edith W. Cooper For Against Management
1e Elect Director Jamie S. Gorelick For For Management
1f Elect Director Daniel P. Huttenlocher For Against Management
1g Elect Director Judith A. McGrath For Against Management
1h Elect Director Indra K. Nooyi For For Management
1i Elect Director Jonathan J. Rubinstein For For Management
1j Elect Director Patricia Q. Stonesifer For For Management
1k Elect Director Wendell P. Weeks For For Management
2 Ratify Ratification of Ernst & Young For Against Management
LLP as Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Amend Omnibus Stock Plan For For Management
6 Report on Climate Risk in Retirement Against Against Shareholder
Plan Options
7 Report on Customer Due Diligence Against For Shareholder
8 Revise Transparency Report to Provide Against Against Shareholder
Greater Disclosure on Government
Requests
9 Report on Government Take Down Requests Against Against Shareholder
10 Report on Impact of Climate Change Against Against Shareholder
Strategy Consistent With Just
Transition Guidelines
11 Publish a Tax Transparency Report Against Against Shareholder
12 Report on Climate Lobbying Against For Shareholder
13 Report on Median and Adjusted Against Against Shareholder
Gender/Racial Pay Gaps
14 Report on Cost/Benefit Analysis of Against Against Shareholder
Diversity, Equity and Inclusion
Programs
15 Amend Bylaws to Require Shareholder Against Against Shareholder
Approval of Certain Provisions Related
to Director Nominations by Shareholders
16 Commission Third Party Assessment on Against For Shareholder
Company's Commitment to Freedom of
Association and Collective Bargaining
17 Consider Pay Disparity Between Against Against Shareholder
Executives and Other Employees
18 Report on Animal Welfare Standards Against Against Shareholder
19 Establish a Public Policy Committee Against Against Shareholder
20 Adopt a Policy to Include Against Against Shareholder
Non-Management Employees as
Prospective Director Candidates
21 Commission a Third Party Audit on Against For Shareholder
Working Conditions
22 Report on Efforts to Reduce Plastic Use Against For Shareholder
23 Commission Third Party Study and Against For Shareholder
Report on Risks Associated with Use of
Rekognition
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AMETEK, INC.
Ticker: AME Security ID: 031100100
Meeting Date: MAY 04, 2023 Meeting Type: Annual
Record Date: MAR 09, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas A. Amato For For Management
1b Elect Director Anthony J. Conti For For Management
1c Elect Director Gretchen W. McClain For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For Against Management
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ANSYS, INC.
Ticker: ANSS Security ID: 03662Q105
Meeting Date: MAY 12, 2023 Meeting Type: Annual
Record Date: MAR 14, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert M. Calderoni For Against Management
1b Elect Director Glenda M. Dorchak For For Management
1c Elect Director Ajei S. Gopal For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Declassify the Board of Directors For For Management
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APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: MAR 10, 2023 Meeting Type: Annual
Record Date: JAN 09, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James Bell For For Management
1b Elect Director Tim Cook For For Management
1c Elect Director Al Gore For For Management
1d Elect Director Alex Gorsky For For Management
1e Elect Director Andrea Jung For For Management
1f Elect Director Art Levinson For For Management
1g Elect Director Monica Lozano For For Management
1h Elect Director Ron Sugar For For Management
1i Elect Director Sue Wagner For Against Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Civil Rights and Against Against Shareholder
Non-Discrimination Audit
6 Report on Operations in Communist China Against Against Shareholder
7 Adopt a Policy Establishing an Against Against Shareholder
Engagement Process with Proponents to
Shareholder Proposals
8 Report on Median Gender/Racial Pay Gap Against For Shareholder
9 Amend Proxy Access Right Against For Shareholder
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APPLIED MATERIALS, INC.
Ticker: AMAT Security ID: 038222105
Meeting Date: MAR 09, 2023 Meeting Type: Annual
Record Date: JAN 11, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Rani Borkar For For Management
1b Elect Director Judy Bruner For For Management
1c Elect Director Xun (Eric) Chen For For Management
1d Elect Director Aart J. de Geus For For Management
1e Elect Director Gary E. Dickerson For For Management
1f Elect Director Thomas J. Iannotti For For Management
1g Elect Director Alexander A. Karsner For For Management
1h Elect Director Kevin P. March For For Management
1i Elect Director Yvonne McGill For For Management
1j Elect Director Scott A. McGregor For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify KPMG LLP as Auditors For For Management
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Improve Executive Compensation Program Against Against Shareholder
and Policy
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ASSURANT, INC.
Ticker: AIZ Security ID: 04621X108
Meeting Date: MAY 11, 2023 Meeting Type: Annual
Record Date: MAR 13, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Elaine D. Rosen For For Management
1b Elect Director Paget L. Alves For For Management
1c Elect Director Rajiv Basu For For Management
1d Elect Director J. Braxton Carter For For Management
1e Elect Director Juan N. Cento For For Management
1f Elect Director Keith W. Demmings For For Management
1g Elect Director Harriet Edelman For For Management
1h Elect Director Sari Granat For For Management
1i Elect Director Lawrence V. Jackson For For Management
1j Elect Director Debra J. Perry For For Management
1k Elect Director Ognjen (Ogi) Redzic For For Management
1l Elect Director Paul J. Reilly For For Management
1m Elect Director Robert W. Stein For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
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BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 25, 2023 Meeting Type: Annual
Record Date: MAR 01, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Jose (Joe) E. Almeida For For Management
1c Elect Director Frank P. Bramble, Sr. For For Management
1d Elect Director Pierre J.P. de Weck For For Management
1e Elect Director Arnold W. Donald For For Management
1f Elect Director Linda P. Hudson For For Management
1g Elect Director Monica C. Lozano For For Management
1h Elect Director Brian T. Moynihan For For Management
1i Elect Director Lionel L. Nowell, III For For Management
1j Elect Director Denise L. Ramos For For Management
1k Elect Director Clayton S. Rose For For Management
1l Elect Director Michael D. White For For Management
1m Elect Director Thomas D. Woods For For Management
1n Elect Director Maria T. Zuber For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Amend Omnibus Stock Plan For For Management
6 Require Independent Board Chair Against For Shareholder
7 Submit Severance Agreement Against Against Shareholder
(Change-in-Control) to Shareholder Vote
8 Disclose 2030 Absolute GHG Reduction Against Against Shareholder
Targets Associated with Lending and
Underwriting
9 Report on Climate Transition Plan Against For Shareholder
Describing Efforts to Align Financing
Activities with GHG Targets
10 Adopt Time-Bound Policy to Phase Out Against Against Shareholder
Underwriting and Lending for New
Fossil Fuel Development
11 Commission Third Party Racial Equity Against Against Shareholder
Audit
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BLACKROCK, INC.
Ticker: BLK Security ID: 09247X101
Meeting Date: MAY 24, 2023 Meeting Type: Annual
Record Date: MAR 30, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Bader M. Alsaad For For Management
1b Elect Director Pamela Daley For For Management
1c Elect Director Laurence D. Fink For For Management
1d Elect Director William E. Ford For For Management
1e Elect Director Fabrizio Freda For For Management
1f Elect Director Murry S. Gerber For Against Management
1g Elect Director Margaret "Peggy" L. For For Management
Johnson
1h Elect Director Robert S. Kapito For For Management
1i Elect Director Cheryl D. Mills For For Management
1j Elect Director Gordon M. Nixon For For Management
1k Elect Director Kristin C. Peck For For Management
1l Elect Director Charles H. Robbins For For Management
1m Elect Director Marco Antonio Slim Domit For For Management
1n Elect Director Hans E. Vestberg For For Management
1o Elect Director Susan L. Wagner For For Management
1p Elect Director Mark Wilson For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Report on Third-Party Civil Rights Against Against Shareholder
Audit
6 Report on Ability to Engineer Against Against Shareholder
Decarbonization in the Real Economy
7 Report on Societal Impacts of Against Against Shareholder
Aerospace & Defense Industry ETF
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BOOKING HOLDINGS INC.
Ticker: BKNG Security ID: 09857L108
Meeting Date: JUN 06, 2023 Meeting Type: Annual
Record Date: APR 11, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Glenn D. Fogel For For Management
1.2 Elect Director Mirian M. Graddick-Weir For For Management
1.3 Elect Director Wei Hopeman For For Management
1.4 Elect Director Robert J. Mylod, Jr. For For Management
1.5 Elect Director Charles H. Noski For For Management
1.6 Elect Director Larry Quinlan For For Management
1.7 Elect Director Nicholas J. Read For For Management
1.8 Elect Director Thomas E. Rothman For For Management
1.9 Elect Director Sumit Singh For For Management
1.10 Elect Director Lynn Vojvodich For For Management
Radakovich
1.11 Elect Director Vanessa A. Wittman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For Against Management
Auditors
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Submit Severance Agreement Against Against Shareholder
(Change-in-Control) to Shareholder Vote
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CF INDUSTRIES HOLDINGS, INC.
Ticker: CF Security ID: 125269100
Meeting Date: MAY 03, 2023 Meeting Type: Annual
Record Date: MAR 10, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Javed Ahmed For For Management
1b Elect Director Robert C. Arzbaecher For For Management
1c Elect Director Deborah L. DeHaas For For Management
1d Elect Director John W. Eaves For For Management
1e Elect Director Stephen J. Hagge For For Management
1f Elect Director Jesus Madrazo Yris For For Management
1g Elect Director Anne P. Noonan For For Management
1h Elect Director Michael J. Toelle For For Management
1i Elect Director Theresa E. Wagler For For Management
1j Elect Director Celso L. White For For Management
1k Elect Director W. Anthony Will For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Amend Certificate of Incorporation to For For Management
Limit the Liability of Certain Officers
5 Ratify KPMG LLP as Auditors For Against Management
6 Require Independent Board Chair Against For Shareholder
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CHUBB LIMITED
Ticker: CB Security ID: H1467J104
Meeting Date: MAY 17, 2023 Meeting Type: Annual
Record Date: MAR 24, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2.1 Allocate Disposable Profit For For Management
2.2 Approve Dividend Distribution From For For Management
Legal Reserves Through Capital
Contributions Reserve Subaccount
3 Approve Discharge of Board of Directors For For Management
4.1 Ratify PricewaterhouseCoopers AG For Against Management
(Zurich) as Statutory Auditor
4.2 Ratify PricewaterhouseCoopers LLP For Against Management
(United States) as Independent
Registered Accounting Firm
4.3 Ratify BDO AG (Zurich) as Special For For Management
Audit Firm
5.1 Elect Director Evan G. Greenberg For For Management
5.2 Elect Director Michael P. Connors For For Management
5.3 Elect Director Michael G. Atieh For For Management
5.4 Elect Director Kathy Bonanno For For Management
5.5 Elect Director Nancy K. Buese For For Management
5.6 Elect Director Sheila P. Burke For For Management
5.7 Elect Director Michael L. Corbat For For Management
5.8 Elect Director Robert J. Hugin For For Management
5.9 Elect Director Robert W. Scully For For Management
5.10 Elect Director Theodore E. Shasta For For Management
5.11 Elect Director David H. Sidwell For For Management
5.12 Elect Director Olivier Steimer For For Management
5.13 Elect Director Frances F. Townsend For For Management
6 Elect Evan G. Greenberg as Board For For Management
Chairman
7.1 Elect Michael P. Connors as Member of For For Management
the Compensation Committee
7.2 Elect David H. Sidwell as Member of For For Management
the Compensation Committee
7.3 Elect Frances F. Townsend as Member of For For Management
the Compensation Committee
8 Designate Homburger AG as Independent For For Management
Proxy
9.1 Amend Articles Relating to Swiss For For Management
Corporate Law Updates
9.2 Amend Articles to Advance Notice Period For For Management
10.1 Cancel Repurchased Shares For For Management
10.2 Reduction of Par Value For For Management
11.1 Approve Remuneration of Directors in For For Management
the Amount of USD 5.5 Million
11.2 Approve Remuneration of Executive For For Management
Management in the Amount of USD 65
Million for Fiscal 2024
11.3 Approve Remuneration Report For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
13 Advisory Vote on Say on Pay Frequency One Year One Year Management
14 Report on GHG Emissions Reduction Against For Shareholder
Targets Aligned with the Paris
Agreement Goal
15 Report on Human Rights Risk Assessment Against Against Shareholder
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CONSTELLATION ENERGY CORPORATION
Ticker: CEG Security ID: 21037T109
Meeting Date: APR 25, 2023 Meeting Type: Annual
Record Date: MAR 01, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph Dominguez For For Management
1.2 Elect Director Julie Holzrichter For For Management
1.3 Elect Director Ashish Khandpur For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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COSTAR GROUP, INC.
Ticker: CSGP Security ID: 22160N109
Meeting Date: JUN 08, 2023 Meeting Type: Annual
Record Date: APR 11, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael R. Klein For For Management
1b Elect Director Andrew C. Florance For For Management
1c Elect Director Michael J. Glosserman For For Management
1d Elect Director John W. Hill For For Management
1e Elect Director Laura Cox Kaplan For For Management
1f Elect Director Robert W. Musslewhite For For Management
1g Elect Director Christopher J. Nassetta For For Management
1h Elect Director Louise S. Sams For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Adopt GHG Emissions Reduction Targets Against Against Shareholder
Aligned with the Paris Agreement Goal
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DANAHER CORPORATION
Ticker: DHR Security ID: 235851102
Meeting Date: MAY 09, 2023 Meeting Type: Annual
Record Date: MAR 10, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Rainer M. Blair For For Management
1b Elect Director Feroz Dewan For For Management
1c Elect Director Linda Filler For For Management
1d Elect Director Teri List For Against Management
1e Elect Director Walter G. Lohr, Jr. For For Management
1f Elect Director Jessica L. Mega For For Management
1g Elect Director Mitchell P. Rales For For Management
1h Elect Director Steven M. Rales For For Management
1i Elect Director Pardis C. Sabeti For For Management
1j Elect Director A. Shane Sanders For Against Management
1k Elect Director John T. Schwieters For Against Management
1l Elect Director Alan G. Spoon For For Management
1m Elect Director Raymond C. Stevens For Against Management
1n Elect Director Elias A. Zerhouni For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chair Against For Shareholder
6 Report on Effectiveness of Diversity, Against Against Shareholder
Equity, and Inclusion Efforts
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DEXCOM, INC.
Ticker: DXCM Security ID: 252131107
Meeting Date: MAY 18, 2023 Meeting Type: Annual
Record Date: MAR 29, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Steven R. Altman For For Management
1.2 Elect Director Richard A. Collins For For Management
1.3 Elect Director Karen Dahut For For Management
1.4 Elect Director Mark G. Foletta For For Management
1.5 Elect Director Barbara E. Kahn For For Management
1.6 Elect Director Kyle Malady For For Management
1.7 Elect Director Eric J. Topol For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Median Gender/Racial Pay Gap Against Against Shareholder
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EDWARDS LIFESCIENCES CORPORATION
Ticker: EW Security ID: 28176E108
Meeting Date: MAY 11, 2023 Meeting Type: Annual
Record Date: MAR 13, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kieran T. Gallahue For For Management
1.2 Elect Director Leslie S. Heisz For For Management
1.3 Elect Director Paul A. LaViolette For Against Management
1.4 Elect Director Steven R. Loranger For For Management
1.5 Elect Director Martha H. Marsh For Against Management
1.6 Elect Director Michael A. Mussallem For For Management
1.7 Elect Director Ramona Sequeira For For Management
1.8 Elect Director Nicholas J. Valeriani For Against Management
1.9 Elect Director Bernard J. Zovighian For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Amend Certificate of Incorporation to For For Management
Provide for Exculpation of Certain
Officers
6 Require Independent Board Chair Against For Shareholder
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ELI LILLY AND COMPANY
Ticker: LLY Security ID: 532457108
Meeting Date: MAY 01, 2023 Meeting Type: Annual
Record Date: FEB 21, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William G. Kaelin, Jr. For For Management
1b Elect Director David A. Ricks For For Management
1c Elect Director Marschall S. Runge For For Management
1d Elect Director Karen Walker For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For Against Management
5 Declassify the Board of Directors For For Management
6 Eliminate Supermajority Vote For For Management
Requirement
7 Report on Lobbying Payments and Policy Against For Shareholder
8 Adopt Simple Majority Vote Against For Shareholder
9 Report on Impact of Extended Patent Against Against Shareholder
Exclusivities on Product Access
10 Report on Risks of Supporting Abortion Against Against Shareholder
11 Publish Third-Party Review of Against For Shareholder
Alignment of Company's Lobbying
Activities with its Public Statements
12 Report on Effectiveness of Diversity, Against For Shareholder
Equity and Inclusion Efforts and
Metrics
13 Adopt Policy to Require Third-Party Against Against Shareholder
Organizations to Annually Report
Expenditures for Political Activities
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EQT CORPORATION
Ticker: EQT Security ID: 26884L109
Meeting Date: APR 19, 2023 Meeting Type: Annual
Record Date: FEB 03, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lydia I. Beebe For For Management
1.2 Elect Director Lee M. Canaan For For Management
1.3 Elect Director Janet L. Carrig For For Management
1.4 Elect Director Frank C. Hu For For Management
1.5 Elect Director Kathryn J. Jackson For For Management
1.6 Elect Director John F. McCartney For For Management
1.7 Elect Director James T. McManus, II For For Management
1.8 Elect Director Anita M. Powers For For Management
1.9 Elect Director Daniel J. Rice, IV For For Management
1.10 Elect Director Toby Z. Rice For For Management
1.11 Elect Director Hallie A. Vanderhider For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For Against Management
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HESS CORPORATION
Ticker: HES Security ID: 42809H107
Meeting Date: MAY 17, 2023 Meeting Type: Annual
Record Date: MAR 23, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Terrence J. Checki For For Management
1b Elect Director Leonard S. Coleman, Jr. For For Management
1c Elect Director Lisa Glatch For For Management
1d Elect Director John B. Hess For For Management
1e Elect Director Edith E. Holiday For For Management
1f Elect Director Marc S. Lipschultz For For Management
1g Elect Director Raymond J. McGuire For For Management
1h Elect Director David McManus For For Management
1i Elect Director Kevin O. Meyers For For Management
1j Elect Director Karyn F. Ovelmen For For Management
1k Elect Director James H. Quigley For For Management
1l Elect Director William G. Schrader For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For Against Management
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HOWMET AEROSPACE INC.
Ticker: HWM Security ID: 443201108
Meeting Date: MAY 17, 2023 Meeting Type: Annual
Record Date: MAR 21, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James F. Albaugh For For Management
1b Elect Director Amy E. Alving For For Management
1c Elect Director Sharon R. Barner For For Management
1d Elect Director Joseph S. Cantie For For Management
1e Elect Director Robert F. Leduc For For Management
1f Elect Director David J. Miller For For Management
1g Elect Director Jody G. Miller For For Management
1h Elect Director John C. Plant For For Management
1i Elect Director Ulrich R. Schmidt For For Management
2 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Provide Right to Call a Special Against For Shareholder
Meeting at a 10 Percent Ownership
Threshold
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INGERSOLL RAND INC.
Ticker: IR Security ID: 45687V106
Meeting Date: JUN 15, 2023 Meeting Type: Annual
Record Date: APR 20, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Vicente Reynal For For Management
1b Elect Director William P. Donnelly For For Management
1c Elect Director Kirk E. Arnold For For Management
1d Elect Director Gary D. Forsee For For Management
1e Elect Director Jennifer Hartsock For For Management
1f Elect Director John Humphrey For For Management
1g Elect Director Marc E. Jones For For Management
1h Elect Director Mark Stevenson For For Management
1i Elect Director Michael Stubblefield For For Management
1j Elect Director Tony L. White For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
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INTUITIVE SURGICAL, INC.
Ticker: ISRG Security ID: 46120E602
Meeting Date: APR 27, 2023 Meeting Type: Annual
Record Date: FEB 28, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Craig H. Barratt For For Management
1b Elect Director Joseph C. Beery For For Management
1c Elect Director Gary S. Guthart For For Management
1d Elect Director Amal M. Johnson For For Management
1e Elect Director Don R. Kania For For Management
1f Elect Director Amy L. Ladd For For Management
1g Elect Director Keith R. Leonard, Jr. For For Management
1h Elect Director Alan J. Levy For For Management
1i Elect Director Jami Dover Nachtsheim For For Management
1j Elect Director Monica P. Reed For For Management
1k Elect Director Mark J. Rubash For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Report on Gender/Racial Pay Gap Against For Shareholder
--------------------------------------------------------------------------------
JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 16, 2023 Meeting Type: Annual
Record Date: MAR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director Stephen B. Burke For For Management
1c Elect Director Todd A. Combs For For Management
1d Elect Director James S. Crown For For Management
1e Elect Director Alicia Boler Davis For For Management
1f Elect Director James Dimon For For Management
1g Elect Director Timothy P. Flynn For For Management
1h Elect Director Alex Gorsky For For Management
1i Elect Director Mellody Hobson For For Management
1j Elect Director Michael A. Neal For For Management
1k Elect Director Phebe N. Novakovic For For Management
1l Elect Director Virginia M. Rometty For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
5 Require Independent Board Chair Against For Shareholder
6 Adopt Time-Bound Policy to Phase Out Against Against Shareholder
Underwriting and Lending for New
Fossil Fuel Development
7 Amend Public Responsibility Committee Against Against Shareholder
Charter to Include Animal Welfare
8 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
9 Report on Climate Transition Plan Against For Shareholder
Describing Efforts to Align Financing
Activities with GHG Targets
10 Report on Risks Related to Against Against Shareholder
Discrimination Against Individuals
Including Political Views
11 Report on Political Expenditures Against Against Shareholder
Congruence
12 Disclose 2030 Absolute GHG Reduction Against Against Shareholder
Targets Associated with Lending and
Underwriting
--------------------------------------------------------------------------------
MEDTRONIC PLC
Ticker: MDT Security ID: G5960L103
Meeting Date: DEC 08, 2022 Meeting Type: Annual
Record Date: OCT 11, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard H. Anderson For For Management
1b Elect Director Craig Arnold For For Management
1c Elect Director Scott C. Donnelly For For Management
1d Elect Director Lidia L. Fonseca For For Management
1e Elect Director Andrea J. Goldsmith For For Management
1f Elect Director Randall J. Hogan, III For For Management
1g Elect Director Kevin E. Lofton For For Management
1h Elect Director Geoffrey S. Martha For For Management
1i Elect Director Elizabeth G. Nabel For Against Management
1j Elect Director Denise M. O'Leary For For Management
1k Elect Director Kendall J. Powell For For Management
2 Approve PricewaterhouseCoopers LLP as For Against Management
Auditors and Authorize Board to Fix
Their Remuneration
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Renew the Board's Authority to Issue For For Management
Shares Under Irish Law
5 Renew the Board's Authority to Opt-Out For For Management
of Statutory Pre-Emptions Rights Under
Irish Law
6 Authorize Overseas Market Purchases of For For Management
Ordinary Shares
--------------------------------------------------------------------------------
MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918104
Meeting Date: DEC 13, 2022 Meeting Type: Annual
Record Date: OCT 12, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Reid G. Hoffman For For Management
1.2 Elect Director Hugh F. Johnston For For Management
1.3 Elect Director Teri L. List For For Management
1.4 Elect Director Satya Nadella For For Management
1.5 Elect Director Sandra E. Peterson For For Management
1.6 Elect Director Penny S. Pritzker For For Management
1.7 Elect Director Carlos A. Rodriguez For For Management
1.8 Elect Director Charles W. Scharf For For Management
1.9 Elect Director John W. Stanton For For Management
1.10 Elect Director John W. Thompson For For Management
1.11 Elect Director Emma N. Walmsley For For Management
1.12 Elect Director Padmasree Warrior For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For Against Management
Auditors
4 Report on Cost/Benefit Analysis of Against Against Shareholder
Diversity and Inclusion
5 Report on Hiring of Persons with Against Against Shareholder
Arrest or Incarceration Records
6 Assess and Report on the Company's Against Against Shareholder
Retirement Funds' Management of
Systemic Climate Risk
7 Report on Government Use of Microsoft Against Against Shareholder
Technology
8 Report on Development of Products for Against Against Shareholder
Military
9 Report on Tax Transparency Against Against Shareholder
--------------------------------------------------------------------------------
NATIONAL VISION HOLDINGS, INC.
Ticker: EYE Security ID: 63845R107
Meeting Date: JUN 14, 2023 Meeting Type: Annual
Record Date: APR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D. Randolph Peeler For For Management
1.2 Elect Director Heather Cianfrocco For For Management
1.3 Elect Director Jose Armario For For Management
1.4 Elect Director Thomas V. Taylor, Jr. For For Management
1.5 Elect Director Virginia A. Hepner For For Management
1.6 Elect Director David M. Tehle For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
NEXTERA ENERGY, INC.
Ticker: NEE Security ID: 65339F101
Meeting Date: MAY 18, 2023 Meeting Type: Annual
Record Date: MAR 22, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nicole S. Arnaboldi For For Management
1b Elect Director Sherry S. Barrat For Against Management
1c Elect Director James L. Camaren For For Management
1d Elect Director Kenneth B. Dunn For For Management
1e Elect Director Naren K. Gursahaney For For Management
1f Elect Director Kirk S. Hachigian For For Management
1g Elect Director John W. Ketchum For For Management
1h Elect Director Amy B. Lane For For Management
1i Elect Director David L. Porges For For Management
1j Elect Director Deborah "Dev" Stahlkopf For For Management
1k Elect Director John A. Stall For For Management
1l Elect Director Darryl L. Wilson For For Management
2 Ratify Deloitte & Touche as Auditors For Against Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Disclose Board Skills and Diversity Against For Shareholder
Matrix
--------------------------------------------------------------------------------
NVIDIA CORPORATION
Ticker: NVDA Security ID: 67066G104
Meeting Date: JUN 22, 2023 Meeting Type: Annual
Record Date: APR 24, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert K. Burgess For For Management
1b Elect Director Tench Coxe For For Management
1c Elect Director John O. Dabiri For For Management
1d Elect Director Persis S. Drell For For Management
1e Elect Director Jen-Hsun Huang For For Management
1f Elect Director Dawn Hudson For For Management
1g Elect Director Harvey C. Jones For For Management
1h Elect Director Michael G. McCaffery For For Management
1i Elect Director Stephen C. Neal For For Management
1j Elect Director Mark L. Perry For For Management
1k Elect Director A. Brooke Seawell For For Management
1l Elect Director Aarti Shah For For Management
1m Elect Director Mark A. Stevens For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
PEPSICO, INC.
Ticker: PEP Security ID: 713448108
Meeting Date: MAY 03, 2023 Meeting Type: Annual
Record Date: MAR 01, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Segun Agbaje For For Management
1b Elect Director Jennifer Bailey For For Management
1c Elect Director Cesar Conde For For Management
1d Elect Director Ian Cook For For Management
1e Elect Director Edith W. Cooper For For Management
1f Elect Director Susan M. Diamond For For Management
1g Elect Director Dina Dublon For For Management
1h Elect Director Michelle Gass For For Management
1i Elect Director Ramon L. Laguarta For For Management
1j Elect Director Dave J. Lewis For For Management
1k Elect Director David C. Page For For Management
1l Elect Director Robert C. Pohlad For For Management
1m Elect Director Daniel Vasella For For Management
1n Elect Director Darren Walker For For Management
1o Elect Director Alberto Weisser For For Management
2 Ratify KPMG LLP as Auditors For Against Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chair Against Against Shareholder
6 Issue Transparency Report on Global Against Against Shareholder
Public Policy and Political Influence
7 Report on Impacts of Restrictive Against For Shareholder
Reproductive Healthcare Legislation
8 Publish Annual Congruency Report on Against Against Shareholder
Net-Zero Emissions Policy
--------------------------------------------------------------------------------
ROPER TECHNOLOGIES, INC.
Ticker: ROP Security ID: 776696106
Meeting Date: JUN 13, 2023 Meeting Type: Annual
Record Date: APR 19, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Shellye L. Archambeau For For Management
1.2 Elect Director Amy Woods Brinkley For For Management
1.3 Elect Director Irene M. Esteves For For Management
1.4 Elect Director L. Neil Hunn For For Management
1.5 Elect Director Robert D. Johnson For For Management
1.6 Elect Director Thomas P. Joyce, Jr. For For Management
1.7 Elect Director Laura G. Thatcher For For Management
1.8 Elect Director Richard F. Wallman For For Management
1.9 Elect Director Christopher Wright For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Amend Certificate of Incorporation to For For Management
Permit the Exculpation of Officers
--------------------------------------------------------------------------------
SALESFORCE, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: JUN 08, 2023 Meeting Type: Annual
Record Date: APR 14, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc Benioff For For Management
1b Elect Director Laura Alber For For Management
1c Elect Director Craig Conway For For Management
1d Elect Director Arnold Donald For For Management
1e Elect Director Parker Harris For For Management
1f Elect Director Neelie Kroes For For Management
1g Elect Director Sachin Mehra For For Management
1h Elect Director G. Mason Morfit For For Management
1i Elect Director Oscar Munoz For For Management
1j Elect Director John V. Roos For For Management
1k Elect Director Robin Washington For For Management
1l Elect Director Maynard Webb For For Management
1m Elect Director Susan Wojcicki For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Advisory Vote on Say on Pay Frequency One Year One Year Management
6 Require Independent Board Chair Against Against Shareholder
7 Adopt Policy Prohibiting Directors Against Against Shareholder
from Simultaneously Sitting on the
Board of Directors of Any Other Company
--------------------------------------------------------------------------------
SCHLUMBERGER N.V.
Ticker: SLB Security ID: 806857108
Meeting Date: APR 05, 2023 Meeting Type: Annual
Record Date: FEB 08, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter Coleman For For Management
1.2 Elect Director Patrick de La For For Management
Chevardiere
1.3 Elect Director Miguel Galuccio For For Management
1.4 Elect Director Olivier Le Peuch For For Management
1.5 Elect Director Samuel Leupold For For Management
1.6 Elect Director Tatiana Mitrova For For Management
1.7 Elect Director Maria Moraeus Hanssen For For Management
1.8 Elect Director Vanitha Narayanan For For Management
1.9 Elect Director Mark Papa For For Management
1.10 Elect Director Jeff Sheets For For Management
1.11 Elect Director Ulrich Spiesshofer For For Management
2 Advisory Vote on Say on Pay Frequency One Year One Year Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Adopt and Approve Financials and For For Management
Dividends
5 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
--------------------------------------------------------------------------------
TESLA, INC.
Ticker: TSLA Security ID: 88160R101
Meeting Date: AUG 04, 2022 Meeting Type: Annual
Record Date: JUN 06, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ira Ehrenpreis For Against Management
1.2 Elect Director Kathleen Wilson-Thompson For Against Management
2 Reduce Director Terms from Three to For For Management
Two Years
3 Eliminate Supermajority Voting For For Management
Provisions
4 Increase Authorized Common Stock For For Management
5 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
6 Adopt Proxy Access Right Against For Shareholder
7 Report on Efforts to Prevent Against For Shareholder
Harassment and Discrimination in the
Workplace
8 Report on Racial and Gender Board Against Against Shareholder
Diversity
9 Report on the Impacts of Using Against For Shareholder
Mandatory Arbitration
10 Report on Corporate Climate Lobbying Against For Shareholder
in line with Paris Agreement
11 Adopt a Policy on Respecting Rights to Against For Shareholder
Freedom of Association and Collective
Bargaining
12 Report on Eradicating Child Labor in Against Against Shareholder
Battery Supply Chain
13 Report on Water Risk Exposure Against For Shareholder
--------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED
Ticker: TXN Security ID: 882508104
Meeting Date: APR 27, 2023 Meeting Type: Annual
Record Date: MAR 01, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mark A. Blinn For Against Management
1b Elect Director Todd M. Bluedorn For For Management
1c Elect Director Janet F. Clark For For Management
1d Elect Director Carrie S. Cox For Against Management
1e Elect Director Martin S. Craighead For Against Management
1f Elect Director Curtis C. Farmer For For Management
1g Elect Director Jean M. Hobby For For Management
1h Elect Director Haviv Ilan For For Management
1i Elect Director Ronald Kirk For For Management
1j Elect Director Pamela H. Patsley For Against Management
1k Elect Director Robert E. Sanchez For For Management
1l Elect Director Richard K. Templeton For For Management
2 Amend Qualified Employee Stock For For Management
Purchase Plan
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Ratify Ernst & Young LLP as Auditors For Against Management
6 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
7 Report on Due Diligence Efforts to Against Against Shareholder
Trace End-User Misuse of Company
Products
--------------------------------------------------------------------------------
THE COOPER COMPANIES, INC.
Ticker: COO Security ID: 216648402
Meeting Date: MAR 15, 2023 Meeting Type: Annual
Record Date: JAN 19, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Colleen E. Jay For Against Management
1.2 Elect Director William A. Kozy For Against Management
1.3 Elect Director Cynthia L. Lucchese For For Management
1.4 Elect Director Teresa S. Madden For Against Management
1.5 Elect Director Gary S. Petersmeyer For Against Management
1.6 Elect Director Maria Rivas For For Management
1.7 Elect Director Robert S. Weiss For For Management
1.8 Elect Director Albert G. White, III For For Management
2 Ratify KPMG LLP as Auditors For Against Management
3 Approve Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC.
Ticker: EL Security ID: 518439104
Meeting Date: NOV 18, 2022 Meeting Type: Annual
Record Date: SEP 19, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ronald S. Lauder For For Management
1b Elect Director William P. Lauder For For Management
1c Elect Director Richard D. Parsons For Withhold Management
1d Elect Director Lynn Forester de For For Management
Rothschild
1e Elect Director Jennifer Tejada For For Management
1f Elect Director Richard F. Zannino For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC.
Ticker: GS Security ID: 38141G104
Meeting Date: APR 26, 2023 Meeting Type: Annual
Record Date: FEB 27, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michele Burns For For Management
1b Elect Director Mark Flaherty For For Management
1c Elect Director Kimberley Harris For For Management
1d Elect Director Kevin Johnson For For Management
1e Elect Director Ellen Kullman For For Management
1f Elect Director Lakshmi Mittal For For Management
1g Elect Director Adebayo Ogunlesi For For Management
1h Elect Director Peter Oppenheimer For For Management
1i Elect Director David Solomon For For Management
1j Elect Director Jan Tighe For For Management
1k Elect Director Jessica Uhl For For Management
1l Elect Director David Viniar For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
5 Report on Lobbying Payments and Policy Against For Shareholder
6 Require Independent Board Chair Against Against Shareholder
7 Publish Third-Party Review on Chinese Against Against Shareholder
Congruency of Certain ETFs
8 Oversee and Report a Racial Equity Against Against Shareholder
Audit
9 Adopt Time-Bound Policy to Phase Out Against Against Shareholder
Underwriting and Lending for New
Fossil Fuel Development
10 Disclose 2030 Absolute GHG Reduction Against Against Shareholder
Targets Associated with Lending and
Underwriting
11 Report on Climate Transition Plan Against For Shareholder
Describing Efforts to Align Financing
Activities with GHG Targets
12 Report on Median Gender/Racial Pay Gap Against Against Shareholder
--------------------------------------------------------------------------------
THE PROGRESSIVE CORPORATION
Ticker: PGR Security ID: 743315103
Meeting Date: MAY 12, 2023 Meeting Type: Annual
Record Date: MAR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Danelle M. Barrett For For Management
1b Elect Director Philip Bleser For For Management
1c Elect Director Stuart B. Burgdoerfer For For Management
1d Elect Director Pamela J. Craig For For Management
1e Elect Director Charles A. Davis For For Management
1f Elect Director Roger N. Farah For For Management
1g Elect Director Lawton W. Fitt For For Management
1h Elect Director Susan Patricia Griffith For For Management
1i Elect Director Devin C. Johnson For For Management
1j Elect Director Jeffrey D. Kelly For For Management
1k Elect Director Barbara R. Snyder For For Management
1l Elect Director Kahina Van Dyke For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
--------------------------------------------------------------------------------
THE TJX COMPANIES, INC.
Ticker: TJX Security ID: 872540109
Meeting Date: JUN 06, 2023 Meeting Type: Annual
Record Date: APR 13, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jose B. Alvarez For For Management
1b Elect Director Alan M. Bennett For For Management
1c Elect Director Rosemary T. Berkery For For Management
1d Elect Director David T. Ching For For Management
1e Elect Director C. Kim Goodwin For For Management
1f Elect Director Ernie Herrman For For Management
1g Elect Director Amy B. Lane For For Management
1h Elect Director Carol Meyrowitz For For Management
1i Elect Director Jackwyn L. Nemerov For For Management
2 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Third-Party Assessment of Against Against Shareholder
Human Rights Due Diligence in Supply
Chain
6 Report on Risk from Supplier Against For Shareholder
Misclassification of Supplier's
Employees
7 Adopt a Paid Sick Leave Policy for All Against Against Shareholder
Employees
--------------------------------------------------------------------------------
THE WALT DISNEY COMPANY
Ticker: DIS Security ID: 254687106
Meeting Date: APR 03, 2023 Meeting Type: Annual
Record Date: FEB 08, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary T. Barra For For Management
1b Elect Director Safra A. Catz For For Management
1c Elect Director Amy L. Chang For For Management
1d Elect Director Francis A. deSouza For For Management
1e Elect Director Carolyn N. Everson For For Management
1f Elect Director Michael B.G. Froman For For Management
1g Elect Director Robert A. Iger For For Management
1h Elect Director Maria Elena Lagomasino For For Management
1i Elect Director Calvin R. McDonald For For Management
1j Elect Director Mark G. Parker For For Management
1k Elect Director Derica W. Rice For For Management
2 Ratify PricewaterhouseCoopers LLP as For Against Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Risks Related to Operations Against Against Shareholder
in China
6 Report on Charitable Contributions Against Against Shareholder
7 Report on Political Expenditures Against For Shareholder
--------------------------------------------------------------------------------
TRANE TECHNOLOGIES PLC
Ticker: TT Security ID: G8994E103
Meeting Date: JUN 01, 2023 Meeting Type: Annual
Record Date: APR 06, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kirk E. Arnold For For Management
1b Elect Director Ann C. Berzin For For Management
1c Elect Director April Miller Boise For For Management
1d Elect Director Gary D. Forsee For For Management
1e Elect Director Mark R. George For For Management
1f Elect Director John A. Hayes For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Myles P. Lee For For Management
1i Elect Director David S. Regnery For For Management
1j Elect Director Melissa N. Schaeffer For For Management
1k Elect Director John P. Surma For For Management
2 Advisory Vote on Say on Pay Frequency One Year One Year Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve PricewaterhouseCoopers LLP as For Against Management
Auditors and Authorize Board to Fix
Their Remuneration
5 Authorize Issue of Equity For For Management
6 Authorize Issue of Equity without For For Management
Pre-emptive Rights
7 Authorize Reissuance of Repurchased For For Management
Shares
--------------------------------------------------------------------------------
VALERO ENERGY CORPORATION
Ticker: VLO Security ID: 91913Y100
Meeting Date: MAY 09, 2023 Meeting Type: Annual
Record Date: MAR 13, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Fred M. Diaz For For Management
1b Elect Director H. Paulett Eberhart For For Management
1c Elect Director Marie A. Ffolkes For For Management
1d Elect Director Joseph W. Gorder For For Management
1e Elect Director Kimberly S. Greene For For Management
1f Elect Director Deborah P. Majoras For For Management
1g Elect Director Eric D. Mullins For For Management
1h Elect Director Donald L. Nickles For For Management
1i Elect Director Robert A. Profusek For Against Management
1j Elect Director Randall J. Weisenburger For For Management
1k Elect Director Rayford Wilkins, Jr. For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Climate Transition Plan and Against For Shareholder
GHG Emissions Reduction Targets
6 Oversee and Report a Racial Equity Against Against Shareholder
Audit
--------------------------------------------------------------------------------
VISA INC.
Ticker: V Security ID: 92826C839
Meeting Date: JAN 24, 2023 Meeting Type: Annual
Record Date: NOV 25, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd A. Carney For For Management
1b Elect Director Kermit R. Crawford For For Management
1c Elect Director Francisco Javier For Against Management
Fernandez-Carbajal
1d Elect Director Alfred F. Kelly, Jr. For For Management
1e Elect Director Ramon Laguarta For For Management
1f Elect Director Teri L. List For For Management
1g Elect Director John F. Lundgren For Against Management
1h Elect Director Denise M. Morrison For Against Management
1i Elect Director Linda J. Rendle For For Management
1j Elect Director Maynard G. Webb, Jr. For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify KPMG LLP as Auditors For For Management
5 Require Independent Board Chair Against Against Shareholder
--------------------------------------------------------------------------------
WALMART INC.
Ticker: WMT Security ID: 931142103
Meeting Date: MAY 31, 2023 Meeting Type: Annual
Record Date: APR 06, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Cesar Conde For For Management
1b Elect Director Timothy P. Flynn For For Management
1c Elect Director Sarah J. Friar For For Management
1d Elect Director Carla A. Harris For Against Management
1e Elect Director Thomas W. Horton For For Management
1f Elect Director Marissa A. Mayer For Against Management
1g Elect Director C. Douglas McMillon For For Management
1h Elect Director Gregory B. Penner For For Management
1i Elect Director Randall L. Stephenson For Against Management
1j Elect Director S. Robson Walton For For Management
1k Elect Director Steuart L. Walton For For Management
2 Advisory Vote on Say on Pay Frequency One Year One Year Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Ratify Ernst & Young LLP as Auditors For Against Management
5 Consider Pay Disparity Between CEO and Against Against Shareholder
Other Employees
6 Report on Human Rights Due Diligence Against Against Shareholder
7 Commission Third Party Racial Equity Against For Shareholder
Audit
8 Report on Racial and Gender Layoff Against Against Shareholder
Diversity
9 Amend Bylaws to Require Shareholder Against Against Shareholder
Approval of Certain Provisions Related
to Director Nominations by Shareholders
10 Report on Risks Related to Fulfilling Against For Shareholder
Information Requests for Enforcing
Laws Criminalizing Abortion Access
11 Report on Risks Related to Operations Against Against Shareholder
in China
12 Oversee and Report a Workplace Health Against For Shareholder
and Safety Audit
--------------------------------------------------------------------------------
ZEBRA TECHNOLOGIES CORPORATION
Ticker: ZBRA Security ID: 989207105
Meeting Date: MAY 11, 2023 Meeting Type: Annual
Record Date: MAR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William J. Burns For For Management
1b Elect Director Linda M. Connly For For Management
1c Elect Director Anders Gustafsson For For Management
1d Elect Director Janice M. Roberts For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
ZOETIS INC.
Ticker: ZTS Security ID: 98978V103
Meeting Date: MAY 18, 2023 Meeting Type: Annual
Record Date: MAR 24, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Paul M. Bisaro For For Management
1b Elect Director Vanessa Broadhurst For For Management
1c Elect Director Frank A. D'Amelio For For Management
1d Elect Director Michael B. McCallister For For Management
1e Elect Director Gregory Norden For For Management
1f Elect Director Louise M. Parent For For Management
1g Elect Director Kristin C. Peck For For Management
1h Elect Director Robert W. Scully For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Provide Right to Call Special Meeting For For Management
5 Provide Right to Call a Special Against For Shareholder
Meeting at a 10 Percent Ownership
Threshold
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.
BNY Mellon Large Cap Securities Fund, Inc.
By: /s/ David DiPetrillo
David DiPetrillo
President (Principal Executive Officer)
Date: August 21, 2023