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| | OMB APPROVAL |
| | OMB Number: | 3235-0582 |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
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| Investment Company Act file number | 811-00082 |
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| CGM TRUST |
| (Exact name of registrant as specified in charter) |
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| One International Place, Boston, MA | 02110 |
| (Address of principal executive offices) | (Zip code) |
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Barry N. Hurwitz, Esq. Morgan, Lewis & Bockius LLP, One Federal St., Boston, MA 02110 |
| (Name and address of agent for service) |
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| Registrant's telephone number, including area code: | 617-737-3225 |
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| Date of fiscal year end: | 12/31 |
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| Date of reporting period: | 7/1/2015 - 6/30/2016 |
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.
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| SEC 2451 (4-03) | PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. |
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| CGM Trust - File No. 811-82 | | | | | | |
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| CGM Mutual Fund | | | | | | | |
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| Issuer | Ticker | CUSIP | Meeting
Date | Matter
Voted On | Proposed
By Issuer or
Security Holder | Was
Vote
Cast | Actual
Vote | For or
Against
Mgt. |
| Bank of America | BAC | 60505104 | 9/22/2015 | 1. Resolved, that the Bank of America Corporation stockholders herby ratify the October 1, 2014 amendments to the Company's bylaws that permit the Company's board of directors to determine the board's leadership structure, including appointing an independent chairman, or appointing a lead independent director when the chairman is not an independent director. | Issuer | Yes | For | For |
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| Bank of America | BAC | 60505104 | 4/27/2016 | 1. Election of thirteen directors: A. Sharon L. Allen, B. Susan S. Bies, C. Jack O. Bovender, JR., D. Frank P. Bramble, SR., E. Pierre J.P. de Weck, F. Arnold W. Donald, G. Linda P. Hudson, H. Monica C. Lozano, I. Thomas J. May, J. Brian T. Moynihan, K. Lionel L. Nowell, III, L. Thomas D. Woods, M. R. David Yost. | Issuer | Yes | For | For |
| | | | | 2. Approving Company's executive compensation, an advisory, non-binding "Say on Pay" resolution. | Issuer | Yes | For | For |
| | | | | 3. Ratifying the appointment of PricewaterhouseCooper LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 4. Stockholder proposal regarding clawback amendment. | Security Holder | Yes | Against | For |
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| Citigroup Inc. | C | 172967424 | 4/26/2016 | 1. Proposal to elect sixteen directors: A. Michael L. Corbat, B. Ellen M. Costello, C. Duncan P. Hennes, D. Peter B. Henry, E. Franz B. Humer, F. Renee J. James, G. Eugene M. McQuade, H. Michael E. O'Neill, I. Gary M. Reiner, J. Judith Rodin, K. Anthony M. Santomero, L. Joan E. Spero, M. Diana L. Taylor, N. William S. Thompson, JR., O. James S. Turley, P. Ernesto Zedillo Ponce de Leon. | Issuer | Yes | For | For |
| | | | | 2. Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 3. Advisory approval of Citi's executive compensation. | Issuer | Yes | For | For |
| | | | | 4. Approval of an amendment to the Citigroup 2014 stock incentive plan authorizing additional shares. | Issuer | Yes | For | For |
| | | | | 5. Approval of the amended and restated 2011 Citigroup executive performance plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal requesting a report demonstrating the Company does not have a gender pay gap. | Security Holder | Yes | Against | For |
| | | | | 7. Stockholder proposal requesting a report on lobbying and grassroots lobbying contributions. | Security Holder | Yes | Against | For |
| | | | | 8. Stockholder proposal requesting that the board appoint a stockholder value committee. | Security Holder | Yes | Against | For |
| | | | | 9. Stockholder proposal requesting an amendment to the general clawback policy. | Security Holder | Yes | Against | For |
| | | | | 10. Stockholder proposal requesting that the board adopt a policy prohibiting the vesting of equity-based awards for senior executives due to voluntary resignation to enter government service. | Security Holder | Yes | Against | For |
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| D.R. Horton, Inc. | DHI | 23331A109 | 1/21/2016 | 1A. Election of director: Donald R. Horton. | Issuer | Yes | For | For |
| | | | | 1B. Election of director: Barbara K. Allen. | Issuer | Yes | For | For |
| | | | | 1C. Election of director Brad S. Anderson. | Issuer | Yes | For | For |
| | | | | 1D. Election of director: Michael R. Buchanan. | Issuer | Yes | For | For |
| | | | | 1E. Election of director: Michael W. Hewatt. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratify the appointment of PricewaterhouseCoopers, LLP as Company's independent registered public accounting firm. | Issuer | Yes | For | For |
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| The Goodyear Tire & Rubber Company | GT | 382550101 | 4/11/2016 | 1. To elect thirteen directors: A. William J. Conaty, B. James A. Firestone, C. Werner Geissler, D. Peter S. Hellman, E. Laurette T. Koellner, F. Richard J. Kramer, G. W. Alan McCollough, H. John E. McGlade, I. Michael J. Morell, J. Roderick A. Palmore, K. Stephanie A. Streeter, L. Thomas H. Weidemeyer, M. Michael R. Wessel. | Issuer | No | | |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | No | | |
| | | | | 3. Ratification of appointment of PricewaterhouseCoopers LLP as Company's independent registered public accounting firm. | Issuer | No | | |
| | | | | 4. Shareholder proposal regarding proxy access. | Security Holder | No | | |
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| Hawaiian Holdings, Inc. | HA | 419879101 | 5/18/2016 | 1. To elect six directors: 01. Mark B. Dunkerley, 02. Earl E. Fry, 03. Lawrence S. Hershfield, 04. Randall L. Jenson, 05. Crystal K. Rose, 06. Richard N. Zwern. | Issuer | No | | |
| | | | | 2. To ratify Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | No | | |
| | | | | 3. To approve the 2016 management incentive plan. | Issuer | No | | |
| | | | | 4. To approve, on an advisory basis, the compensation of the Company's named executive officers. | Issuer | No | | |
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| HD Supply Holdings, Inc. | HDS | 40416M105 | 5/18/2016 | 1. To elect three directors: 01. Joseph J. DeAngelo, 02. Patrick R. McNamee, 03. Charles W. Peffer. | Issuer | Yes | For | For |
| | | | | 2. To ratify the board of directors' appointment of PricewaterhouseCoopers LLP as Company's independent registered public accounting firm for the fiscal year ending on January 29, 2017. | Issuer | Yes | For | For |
| | | | | 3. Stockholder proposal regarding greenhouse gas emissions. | Security Holder | Yes | Against | For |
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| Lennar Corporation | LEN | 526057104 | 4/13/2016 | 1. To elect nine directors: 01. Irving Bolotin, 02. Steven L. Gerard, 03. Theron I. "Tig" Gilliam, 04. Sherrill W. Hudson, 05. Sidney Lapidus, 06. Teri P. McClure, 07. Stuart A. Miller, 08. Armando Olivera, 09. Jeffrey Sonnenfeld. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of Deloitte & Touche LLP as Company's independent registered public accounting firm for the fiscal year ending November 30, 2016. | Issuer | Yes | For | For |
| | | | | 3. Approval, on an advisory basis, of the compensation of Lennar's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Lennar Corporation 2016 equity incentive plan. | Issuer | Yes | For | For |
| | | | | 5. Approval of the Lennar Corporation 2016 incentive compensation plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal regarding Company's common stock voting structure. | Security Holder | Yes | Against | For |
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| Mallinckrodt Pharmaceuticals | MNK | G5785G107 | 3/16/2016 | 1. To elect eleven directors: A. Melvin D. Booth, B. David R. Carlucci, C. J. Martin Carroll, D. Diane H. Gulyas, E. Nancy S. Lurker, F. JoAnn A. Reed, G. Angus C. Russell, H. Virgil D. Thompson, I. Mark C. Trudeau, J. Kneeland C. Youngblood, M.D., K. Joseph A. Zaccagnino. | Issuer | No | | |
| | | | | 2. To approve, in a non-binding vote, the re-appointment of Deloitte & Touche LLP as Company's independent auditors and to authorize, in a binding vote, the audit committee to set the auditors' remuneration. | Issuer | No | | |
| | | | | 3. Approve, in a non-binding advisory vote, the compensation of named executive officers. | Issuer | No | | |
| | | | | 4. Approve the Mallinckrodt Pharmaceuticals 2016 employee stock purchase plan. | Issuer | No | | |
| | | | | 5. Authorize the Company and or any subsidiary to make market purchases or oversee market purchases of Company shares. | Issuer | No | | |
| | | | | 6. Authorize the price range at which the Company can re-allot shares it holds as treasury shares. | Issuer | No | | |
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| Martin Marietta Materials, Inc. | MLM | 573284106 | 5/19/2016 | 1. To elect four directors: 1. C. Howard Nye, 2. Laree E. Perez, 3. Dennis L. Rediker, 4. Donald W. Slager. | Issuer | Yes | For | For |
| | | | | 2. Approval of amendment to articles of incorporation to provide for the annual election of the board of directors. | Issuer | Yes | For | For |
| | | | | 3. Ratification of selection of PricewaterhouseCoopers LLP as Company's independent auditors. | Issuer | Yes | For | For |
| | | | | 4. Approval of amendment to amended and restated stock based award plan. | Issuer | Yes | For | For |
| | | | | 5. Approval of executive cash incentive plan. | Issuer | Yes | For | For |
| | | | | 6. Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.'s named executive officers. | Issuer | Yes | For | For |
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| Morgan Stanley | MS | 617446448 | 5/17/2016 | 1. To elect fourteen directors: A. Erskine B. Bowles, B. Alistair Darling, C. Thomas H. Glocer, D. James P. Gorman, E. Robert H. Herz, F. Nobuyuki Hirano, G. Klaus Kleinfeld, H. Jami Miscik, I. Donald T. Nicolaisen, J. Hutham S. Olayan, K. James W. Owens, L. Ryosuke Tamakoshi, M. Perry M. Traquina, N. Rayford Wilkins, JR. | Issuer | Yes | For | For |
| | | | | 2. To ratify the appointment of Deloitte & Touche LLP as independent auditore. | Issuer | Yes | For | For |
| | | | | 3. To approve the compensation of executives as disclosed in the proxy statement, non-binding resolution. | Issuer | Yes | For | For |
| | | | | 4. To approve the amendment of the 2007 equity incentive compensation plan to increase the number of authorized shares and add performance measures for certain awards. | Issuer | Yes | Against | Against |
| | | | | 5. Shareholder proposal regarding a change in treatment of abstentions for purposes of vote-counting. | Security Holder | Yes | Against | For |
| | | | | 6. Shareholder proposal regarding a policy to prohibit vesting of deferred equity awards for senior executives who resign to enter government service. | Security Holder | Yes | Against | For |
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| NVR, Inc. | NVR | 62944T105 | 5/3/2016 | 1. To elect twelve directors: A. C.E. Andrews, B. Timothy M. Donahue, C. Thomas D. Eckert, D. Alfred E. Festa, E. Ed Grier, F. Manuel H. Johnson, G. Mel Martinez, H. William A. Moran, I. David A. Preiser, J. W. Grady Rosier, K. Dwight C. Schar, L. Paul W. Whetsell. | Issuer | No | | |
| | | | | 2. Ratification of appointment of KPMG LLP as independent auditor for the year ending December 31, 2016. | Issuer | No | | |
| | | | | 3. Approval, on an advisory basis, of the Company's executive compensation. | Issuer | No | | |
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| Royal Caribbean Cruises LTD. | RCL | V7780T103 | 5/20/2016 | 1. To elect twelve directors: A. John F. Brock, B. Richard D. Fain, C. William L. Kimsey, D. Maritza G. Montiel, E. Ann S. Moore, F. Eyal M. Ofer, G. Thomas J. Pritzker, H. William K. Reilly, I. Bernt Reitan, J. Vagn O. Sorensen, K. Donald Thompson, L. Arne Alexander Wilhelmsen. | Issuer | No | | |
| | | | | 2. Advisory approval of the Company's compensation of its named executive officers. | Issuer | No | | |
| | | | | 3. Approval of the amended and restated 2008 equity incentive plan. | Issuer | No | | |
| | | | | 4. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2016. | Issuer | No | | |
| | | | | 5. Shareholder proposal regarding proxy access. | Security Holder | No | | |
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| Signet Jewelers Limited | SIG | G81276100 | 6/17/2016 | 1. To elect ten directors: A. H. Todd Stitzer, B. Virginia Drosos, C. Dale Hilpert, D. Mark Light, E. Helen McCluskey, F. Marianne Miller Parrs, G. Thomas Plaskett, H. Robert Stack, I. Eugenia Ulasewicz, J. Russell Walls. | Issuer | No | | |
| | | | | 2. Appointment of KPMG LLP as independent auditor of the Company. | Issuer | No | | |
| | | | | 3. Approval, on a non-binding advisory basis, of the compensation of our named executive officers. | Issuer | No | | |
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| Skyworks Solutions, Inc. | SWKS | 83088M102 | 5/11/2016 | 1. To elect eight directors: A. David J. Aldrich, B. Kevin L. Beebe, C. Timothy R. Furey, D. Balakrishnan S. Lyer, E. Christine King, F. David P. McGlade, G. David J. McLachlan, H. Robert A. Schriesheim. | Issuer | No | | |
| | | | | 2. To ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2016. | Issuer | No | | |
| | | | | 3. To approve, on an advisory basis, the compensation of the Company's named executive officers. | Issuer | No | | |
| | | | | 4. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to the amendment of the Company's by-laws. | Issuer | No | | |
| | | | | 5. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company's assets or issuance of a substantial amount of the Company's securities. | Issuer | No | | |
| | | | | 6. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person. | Issuer | No | | |
| | | | | 7. To approve an amendment to the Company's restated certificate of incorporation to stockholder amendment of charter provisions governing directors. | Issuer | No | | |
| | | | | 8. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provision relating to stockholder amendment of the charter provision governing actions by stockholders. | Issuer | No | | |
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| Toll Brothers, Inc. | TOL | 889478103 | 3/8/2016 | 1. To elect eleven directors: 1. Robert I. Toll, 2. Bruce E. Toll, 3. Douglas C. Yearley, Jr., 4. Robert S. Blank, 5. Edward G. Boehne, 6. Richard J. Braemer, 7. Christine N. Garvey, 8. Carl B. Marbach, 9. John A. McClean, 10. Stephen A. Novick, 11. Paul E. Shapiro. | Issuer | Yes | For | For |
| | | | | 2. The ratification of the re-appoinment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2016 fiscal year. | Issuer | Yes | For | For |
| | | | | 3. Approval, in an advisory and non-binding vote, of the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Toll Brothers, Inc. stock incentive plan for non-executive directors. | Issuer | Yes | For | For |
| | | | | 5. The approval of an amendment to the Company's second restated certificate of incorporation, as amended, to provide that the Company's stockholders may remove any director from office, with or without cause. | Issuer | Yes | For | For |
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| Vale S.A | VALE | 91912E105 | 4/25/2016 | O1A. Appreciation of management report and analysis, discussion and vote of the financial statements for the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1B. Proposal for the destination of profits of the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1C. Ratification of the appointment of an effective and an alternate members of the board of directors, on the meetings of the board of directors held on 6/25/15 and 7/29/15, respectively, in accordance with the article 11, sections 5 of Vale's by-laws. | Issuer | No | | |
| | | | | O1D. Appointment of the members of the fiscal council. | Issuer | No | | |
| | | | | O1E. Establishment of the remuneartion of the management and members of the fiscal council for 2016. | Issuer | No | | |
| | | | | E2A. Proposal for amendment of the shareholders remuneration policy. | Security Holder | No | | |
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| Vulcan Materials Company | VMC | 929160109 | 5/13/2016 | 1. To elect four directors: A. Elaine L. Chao, B. Lee J. Styslinger, III, C. Douglas J. McGregor, D. Vincent J. Trosino. | Issuer | Yes | For | For |
| | | | | 2. Approval of the Vulcan Materials Company 2016 omnibus long-term incentive plan. | Issuer | Yes | For | For |
| | | | | 3. Approval, on an advisory basis, of the compensation of Company's named executive officers. | Issuer | Yes | For | For |
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| | | | | 4. Ratification of the appointment of Deloitte & Touche LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
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| Whirlpool Corporation | WHR | 963320106 | 4/19/2016 | 1. To elect eleven directors: A. Samuel R. Allen, B. Marc R. Bitzer, C. Gary T. DiCamillo, D. Diane M. Dietz, E. Gerri T. Elliott, F. Jeff M. Fettig, G. Michael F. Johnston, H. John D. Liu, I. Harish Manwani, J. William D. Perez, K. Michael D. White. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve Whirlpool's executive compensation | Issuer | Yes | For | For |
| | | | | 3. Ratification of the appointment of Ernst & Young LLP as Whirlpool's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
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| CGM Trust - File No. 811-82 | | | | | | |
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| CGM Realty Fund | | | | | | | |
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| Issuer | Ticker | CUSIP | Meeting
Date | Matter
Voted On | Proposed
By Issuer or
Security Holder | Was
Vote
Cast | Actual
Vote | For or
Against
Mgt. |
| Bank of America | BAC | 60505104 | 9/22/2015 | 1. Resolved, that the Bank of America Corporation stockholders herby ratify the October 1, 2014 amendments to the Company's bylaws that permit the Company's board of directors to determine the board's leadership structure, including appointing an independent chairman, or appointing a lead independent director when the chairman is not an independent director. | Issuer | Yes | For | For |
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| Bank of America | BAC | 60505104 | 4/27/2016 | 1. Election of thirteen directors: A. Sharon L. Allen, B. Susan S. Bies, C. Jack O. Bovender, JR., D. Frank P. Bramble, SR., E. Pierre J.P. de Weck, F. Arnold W. Donald, G. Linda P. Hudson, H. Monica C. Lozano, I. Thomas J. May, J. Brian T. Moynihan, K. Lionel L. Nowell, III, L. Thomas D. Woods, M. R. David Yost. | Issuer | Yes | For | For |
| | | | | 2. Approving Company's executive compensation, an advisory, non-binding "Say on Pay" resolution. | Issuer | Yes | For | For |
| | | | | 3. Ratifying the appointment of PricewaterhouseCooper LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 4. Stockholder proposal regarding clawback amendment. | Security Holder | Yes | Against | For |
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| Citigroup Inc. | C | 172967424 | 4/26/2016 | 1. Proposal to elect sixteen directors: A. Michael L. Corbat, B. Ellen M. Costello, C. Duncan P. Hennes, D. Peter B. Henry, E. Franz B. Humer, F. Renee J. James, G. Eugene M. McQuade, H. Michael E. O'Neill, I. Gary M. Reiner, J. Judith Rodin, K. Anthony M. Santomero, L. Joan E. Spero, M. Diana L. Taylor, N. William S. Thompson, JR., O. James S. Turley, P. Ernesto Zedillo Ponce de Leon. | Issuer | Yes | For | For |
| | | | | 2. Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 3. Advisory approval of Citi's executive compensation. | Issuer | Yes | For | For |
| | | | | 4. Approval of an amendment to the Citigroup 2014 stock incentive plan authorizing additional shares. | Issuer | Yes | For | For |
| | | | | 5. Approval of the amended and restated 2011 Citigroup executive performance plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal requesting a report demonstrating the Company does not have a gender pay gap. | Security Holder | Yes | Against | For |
| | | | | 7. Stockholder proposal requesting a report on lobbying and grassroots lobbying contributions. | Security Holder | Yes | Against | For |
| | | | | 8. Stockholder proposal requesting that the board appoint a stockholder value committee. | Security Holder | Yes | Against | For |
| | | | | 9. Stockholder proposal requesting an amendment to the general clawback policy. | Security Holder | Yes | Against | For |
| | | | | 10. Stockholder proposal requesting that the board adopt a policy prohibiting the vesting of equity-based awards for senior executives due to voluntary resignation to enter government service. | Security Holder | Yes | Against | For |
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| Coresite Realty Corporation | COR | 21870Q105 | 5/19/2016 | 1. To elect seven directors: 01. Robert G. Stuckey, 02. Thomas M. Ray, 03. James A. Attwood, JR., 04. Michael R. Koehler, 05. Paul E. Szurek, 06. J. David Thompson, 07. David A. Wilson. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 3. Advisory resolution to approve the compensation of Company's named executive officers. | Issuer | Yes | For | For |
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| Cubesmart | CUBE | 229663109 | 6/1/2016 | 1. Elect eight directors: 01. W.M. Diefenderfer III, 02. Piero Bussani, 03. Christopher P. Marr, 04. Marianne M. Keler, 05. Deborah R. Salzberg, 06. John F. Remondi, 07. Jeffrey F. Rogatz, 08. John W. Fain. | Issuer | Yes | For | For |
| | | | | 2. Adopt certain amendments and restatements of Company's amended and restated 2007 equity incentive plan to increase the number of shares available for grant thereunder. | Issuer | Yes | For | For |
| | | | | 3. Ratify the appointment of KPMG LLP as Company's independent registered public accounting firm for the year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 4. To cast an advisory vote to approve Company's executive compensation. | Issuer | Yes | For | For |
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| CyrusOne Inc. | CONE | 23283R100 | 5/2/2016 | 1. To elect eight directors: 01. Gary J. Wojtaszek, 02. David H. Ferdman, 03. John W. Gamble, JR., 04. Michael A. Klayko, 05. T. Tod Nielsen, 06. Alex Shumate, 07. William E. Sullivan, 08. Lynn A. Wentworth. | Issuer | Yes | For | For |
| | | | | 2. Approval of the advisory (non-binding) resolution to approve the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 3. Ratification of Deloitte & Touche LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 4. Approval of the restated CyrusOne 2012 long term incentive plan. | Issuer | Yes | Against | Against |
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| Digital Realty Trust, Inc. | DLR | 253868103 | 5/10/2016 | 1. To elect seven directors: A. Dennis E. Singleton, B. Laurence A. Chapman, C. Kathleen Earley, D. Kevin J. Kennedy, E. William G. Laperch, F. A. William Stein, G. Robert H. Zerbst. | Issuer | Yes | For | For |
| | | | | 2. To ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 3. To adopt a resolution to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
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| D.R. Horton, Inc. | DHI | 23331A109 | 1/21/2016 | 1A. Election of director: Donald R. Horton. | Issuer | Yes | For | For |
| | | | | 1B. Election of director: Barbara K. Allen. | Issuer | Yes | For | For |
| | | | | 1C. Election of director Brad S. Anderson. | Issuer | Yes | For | For |
| | | | | 1D. Election of director: Michael R. Buchanan. | Issuer | Yes | For | For |
| | | | | 1E. Election of director: Michael W. Hewatt. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratify the appointment of PricewaterhouseCoopers, LLP as Company's independent registered public accounting firm. | Issuer | Yes | For | For |
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| DuPont Fabros Technology | DFT | 26613Q106 | 6/1/2016 | 1. To elect eight directors: 01. Michael A. Coke, 02. Lammot J. Du Pont, 03. Thomas D. Eckert, 04. Christopher P. Eldredge, 05. Frederic V. Malek, 06. John T, Roberts, JR., 07. Mary M. Styer, 08. John H. Toole. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote on executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratification of the appointment of Ernst & Young LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
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| Essex Property Trust, Inc. | ESS | 297178105 | 5/7/2016 | 1. To elect nine directors: 01. Keith R. Guericke, 02. Irving F. Lyons, III, 03. George M. Marcus, 04. Gary P. Martin, 05. Issie N. Rabinovitch, 06. Thomas E. Robinson, 07. Michael J. Schall, 08. Byron A. Scordelis, 09. Janice L. Sears. | Issuer | No | | |
| | | | | 2. Amendment of Company's charter to change the current super-majority vote requirement to amend certain sections of the charter to a major vote standard. | Issuer | No | | |
| | | | | 3. Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2016. | Issuer | No | | |
| | | | | 4. Advisory approval of the Company's executive compensation. | Issuer | No | | |
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| Extra Space Storage | EXR | 30225T102 | 5/24/2016 | 1. To elect seven directors: A. Kenneth M. Woolley, B. Spencer F. Kirk, C. Karl Haas, D. Diane Olmstead, E. Roger B. Porter, F. Withdrawn Director, G. K. Fred Skousen. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm. | Issuer | Yes | For | For |
| | | | | 3. Advisory vote on the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Election of additional director: Dennis J. Letham. | Issuer | Yes | For | For |
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| Gramercy Property Trust | GPT | 385002100 | 6/23/2016 | 1. To elect nine directors: 01. Charles E. Black, 02. Gordon F. Dugan, 03. Allan J. Baum, 04. Z. Jamie Behar, 05. Thomas D. Eckert, 06. James L. Francis, 07. Gregory F. Hughes, 08. Jeffrey E. Kelter, 09. Louis P. Salvatore. | Issuer | Yes | For | For |
| | | | | 2. To approve Company's 2016 equity incentive plan. | Issuer | Yes | For | For |
| | | | | 3. To ratify the selection of Ernst & Young LLP as Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 4. To approve, on an advisory basis, the compensation of Company's named executive officers. | Issuer | Yes | For | For |
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| Jones Lang Lasalle Incorporated | JLL | 48020Q107 | 5/27/2016 | 1A. Election of director to serve one-year term until 2017 annual meeting: Hugo Bague. | Issuer | Yes | For | For |
| | | | | 1B. Election of director to serve one-year term until 2017 annual meeting: Samuel A. DiPiazza, JR. | Issuer | Yes | For | For |
| | | | | 1C. Election of director to serve one-year term until 2017 annual meeting: Colin Dyer. | Issuer | Yes | For | For |
| | | | | 1D. Election of director to serve one-year term until 2017 annual meeting: Dame DeAnne Julius. | Issuer | Yes | For | For |
| | | | | 1E. Election of director to serve one-year term until 2017 annual meeting: Ming Lu. | Issuer | Yes | For | For |
| | | | | 1F. Election of director to serve one-year term until 2017 annual meeting: Martin H. Nesbitt. | Issuer | Yes | For | For |
| | | | | 1G. Election of director to serve one-year term until 2017 annual meeting: Sheila A. Penrose. | Issuer | Yes | For | For |
| | | | | 1H. Election of director to serve one-year term until 2017 annual meeting: Ann Marie Petach. | Issuer | Yes | For | For |
| | | | | 1I. Election of director to serve one-year term until 2017 annual meeting: Shailesh Rao. | Issuer | Yes | For | For |
| | | | | 1J. Election of director to serve one-year term until 2017 annual meeting: Christian Ulbrich. | Issuer | Yes | For | For |
| | | | | 2. To approve, by non-binding vote, executive compensation. | Issuer | Yes | For | For |
| | | | | 3. To ratify the appointment of KPMG LLP as Company's independent registered public accounting firm for the year ending December 31, 2016. | Issuer | Yes | For | For |
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| Lennar Corporation | LEN | 526057104 | 4/13/2016 | 1. To elect nine directors: 01. Irving Bolotin, 02. Steven L. Gerard, 03. Theron I. "Tig" Gilliam, 04. Sherrill W. Hudson, 05. Sidney Lapidus, 06. Teri P. McClure, 07. Stuart A. Miller, 08. Armando Olivera, 09. Jeffrey Sonnenfeld. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of Deloitte & Touche LLP as Company's independent registered public accounting firm for the fiscal year ending November 30, 2016. | Issuer | Yes | For | For |
| | | | | 3. Approval, on an advisory basis, of the compensation of Lennar's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Lennar Corporation 2016 equity incentive plan. | Issuer | Yes | For | For |
| | | | | 5. Approval of the Lennar Corporation 2016 incentive compensation plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal regarding Company's common stock voting structure. | Security Holder | Yes | Against | For |
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| Morgan Stanley | MS | 617446448 | 5/17/2016 | 1. To elect fourteen directors: A. Erskine B. Bowles, B. Alistair Darling, C. Thomas H. Glocer, D. James P. Gorman, E. Robert H. Herz, F. Nobuyuki Hirano, G. Klaus Kleinfeld, H. Jami Miscik, I. Donald T. Nicolaisen, J. Hutham S. Olayan, K. James W. Owens, L. Ryosuke Tamakoshi, M. Perry M. Traquina, N. Rayford Wilkins, JR. | Issuer | Yes | For | For |
| | | | | 2. To ratify the appointment of Deloitte & Touche LLP as independent auditore. | Issuer | Yes | For | For |
| | | | | 3. To approve the compensation of executives as disclosed in the proxy statement, non-binding resolution. | Issuer | Yes | For | For |
| | | | | 4. To approve the amendment of the 2007 equity incentive compensation plan to increase the number of authorized shares and add performance measures for certain awards. | Issuer | Yes | Against | Against |
| | | | | 5. Shareholder proposal regarding a change in treatment of abstentions for purposes of vote-counting. | Security Holder | Yes | Against | For |
| | | | | 6. Shareholder proposal regarding a policy to prohibit vesting of deferred equity awards for senior executives who resign to enter government service. | Security Holder | Yes | Against | For |
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| NVR, Inc. | NVR | 62944T105 | 5/3/2016 | 1. To elect twelve directors: A. C.E. Andrews, B. Timothy M. Donahue, C. Thomas D. Eckert, D. Alfred E. Festa, E. Ed Grier, F. Manuel H. Johnson, G. Mel Martinez, H. William A. Moran, I. David A. Preiser, J. W. Grady Rosier, K. Dwight C. Schar, L. Paul W. Whetsell. | Issuer | No | | |
| | | | | 2. Ratification of appointment of KPMG LLP as independent auditor for the year ending December 31, 2016. | Issuer | No | | |
| | | | | 3. Approval, on an advisory basis, of the Company's executive compensation. | Issuer | No | | |
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| Outfront Media Inc. | OUT | 69007J106 | 6/7/2016 | 1. To elect Nicolas Brien as director. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of PricewaterhouseCoopers LLP to serve as Outfront Media Inc.'s independent registered public accounting firm for fiscal year 2016. | Issuer | Yes | For | For |
| | | | | 3. Approval, on a non-binding advisory basis, of the compensation of Outfront Media Inc.'s named executive officers. | Issuer | Yes | For | For |
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| Public Storage | PSA | 74460D109 | 4/25/2016 | 1. To elect eight trustees: A. Ronald L. Havner, JR., B. Tamara Hughes Gustavson, C. Uri P. Harkham, D. B. Wayne Hughes, JR., E. Avedick B. Poladian, F. Gary E. Pruitt, G. Ronald P. Spogli, H. Daniel C. Staton. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratification of appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 4. Approval of the 2016 equity and performance-based incentive compensation plan. | Issuer | Yes | For | For |
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| Seritage Growth Properties | SRG | 81752R100 | 5/3/2016 | 1. To elect two trustees: 1. David S. Fawer, 2. Thomas M. Steinberg. | Issuer | No | | |
| | | | | 2. Proposal to ratify the appointment of Deloitte & Touche LLP as Company's independent public accounting firm for fiscal year 2016. | Issuer | No | | |
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| SL Green Realty Corporation | SLG | 78440X101 | 6/2/2016 | 1. To elect three directors: A. Edwin T. Burton, III, B. Craig M. Hatkoff, C. Andrew W. Mathias. | Issuer | Yes | For | For |
| | | | | 2. To approve, on a non-binding advisory basis, executive compensation. | Issuer | Yes | For | For |
| | | | | 3. To ratify the appointment of Ernst & Young LLP as Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 4. To approve Company's fourth amended and restated 2005 stock option and incentive plan. | Issuer | Yes | Against | Against |
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| Sovran Self Storage, Inc. | SSS | 84610H108 | 5/18/2016 | 1. To elect six directors: 01. Robert J. Attea, 02. Kenneth F. Myszka, 03. Charles E. Lannon, 04. Stephen R. Rusmisel, 05. Arthur L. Havener, JR., 06. Mark G. Barberio. | Issuer | Yes | For | For |
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| | | | | 2. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2016. | Issuer | Yes | For | For |
| | | | | 3. Proposal to approve the compensation of the Company's executive officers. | Issuer | Yes | For | For |
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| Toll Brothers, Inc. | TOL | 889478103 | 3/8/2016 | 1. To elect eleven directors: 1. Robert I. Toll, 2. Bruce E. Toll, 3. Douglas C. Yearley, Jr., 4. Robert S. Blank, 5. Edward G. Boehne, 6. Richard J. Braemer, 7. Christine N. Garvey, 8. Carl B. Marbach, 9. John A. McClean, 10. Stephen A. Novick, 11. Paul E. Shapiro. | Issuer | Yes | For | For |
| | | | | 2. The ratification of the re-appoinment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2016 fiscal year. | Issuer | Yes | For | For |
| | | | | 3. Approval, in an advisory and non-binding vote, of the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Toll Brothers, Inc. stock incentive plan for non-executive directors. | Issuer | Yes | For | For |
| | | | | 5. The approval of an amendment to the Company's second restated certificate of incorporation, as amended, to provide that the Company's stockholders may remove any director from office, with or without cause. | Issuer | Yes | For | For |
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| Vale S.A | VALE | 91912E105 | 4/25/2016 | O1A. Appreciation of management report and analysis, discussion and vote of the financial statements for the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1B. Proposal for the destination of profits of the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1C. Ratification of the appointment of an effective and an alternate members of the board of directors, on the meetings of the board of directors held on 6/25/15 and 7/29/15, respectively, in accordance with the article 11, sections 5 of Vale's by-laws. | Issuer | No | | |
| | | | | O1D. Appointment of the members of the fiscal council. | Issuer | No | | |
| | | | | O1E. Establishment of the remuneartion of the management and members of the fiscal council for 2016. | Issuer | No | | |
| | | | | E2A. Proposal for amendment of the shareholders remuneration policy. | Security Holder | No | | |
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| Weyerhaeuser Company | WY | 962166104 | 2/12/2016 | 1. Proposal to approve the issuance of Weyerhaeuser common shares par value $1.25 per share, in connection with the merger contemplated by the agreement and plan of merger, dated as of November 6, 2015, between Weyerhaeuser Company and Plum Creek Timber Company, Inc. | Issuer | No | | |
| | | | | 2. Proposal to adjourn the Weyerhaeuser special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the share issuance proposal. | Issuer | No | | |
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| Weyerhaeuser Company | WY | 962166104 | 5/20/2016 | 1. To elect thirteen directors: A. David P. Bozeman, B. Mark A. Emmert, C. Rick R. Holley, D. John I. Kieckhefer, E. Sara Grootwassink Lewis, F. John F. Morgan, SR., G. Nicole W. Piasecki, H. Marc F. Racicot, I. Lawrence A. Selzer, J. Doyle R. Simons, K. D. Michael Steuert, L. Kim Williams, M. Charles R. Williamson. | Issuer | No | | |
| | | | | 2. Approval, on an advisory basis, of the compensation of the named executive officers. | Issuer | No | | |
| | | | | 3. Ratification of selection of KPMG LLP as Company's independent registered public accounting firm. | Issuer | No | | |
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| CGM Trust - File No. 811-82 | | | | | | |
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| CGM Focus Fund | | | | | | | | |
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| Issuer | Ticker | CUSIP | Meeting
Date | Matter
Voted On | Proposed
By Issuer or
Security Holder | Was
Vote
Cast | Actual
Vote | For or
Against
Mgt. |
| Acuity Brands, Inc. | AYI | 00508Y102 | 1/6/2016 | 1. Elect three directors: 01. James H. Hance, JR., 02. Vernon J. Nagel, 03. Julia B. North. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm. | Issuer | Yes | For | For |
| | | | | 3. Advisory vote to approve named executive officer compensation. | Issuer | Yes | For | For |
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| Bank of America | BAC | 60505104 | 9/22/2015 | 1. Resolved, that the Bank of America Corporation stockholders herby ratify the October 1, 2014 amendments to the Company's bylaws that permit the Company's board of directors to determine the board's leadership structure, including appointing an independent chairman, or appointing a lead independent director when the chairman is not an independent director. | Issuer | Yes | For | For |
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| Bank of America | BAC | 60505104 | 4/27/2016 | 1. Election of thirteen directors: A. Sharon L. Allen, B. Susan S. Bies, C. Jack O. Bovender, JR., D. Frank P. Bramble, SR., E. Pierre J.P. de Weck, F. Arnold W. Donald, G. Linda P. Hudson, H. Monica C. Lozano, I. Thomas J. May, J. Brian T. Moynihan, K. Lionel L. Nowell, III, L. Thomas D. Woods, M. R. David Yost. | Issuer | Yes | For | For |
| | | | | 2. Approving Company's executive compensation, an advisory, non-binding "Say on Pay" resolution. | Issuer | Yes | For | For |
| | | | | 3. Ratifying the appointment of PricewaterhouseCooper LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 4. Stockholder proposal regarding clawback amendment. | Security Holder | Yes | Against | For |
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| Citigroup Inc. | C | 172967424 | 4/26/2016 | 1. Proposal to elect sixteen directors: A. Michael L. Corbat, B. Ellen M. Costello, C. Duncan P. Hennes, D. Peter B. Henry, E. Franz B. Humer, F. Renee J. James, G. Eugene M. McQuade, H. Michael E. O'Neill, I. Gary M. Reiner, J. Judith Rodin, K. Anthony M. Santomero, L. Joan E. Spero, M. Diana L. Taylor, N. William S. Thompson, JR., O. James S. Turley, P. Ernesto Zedillo Ponce de Leon. | Issuer | Yes | For | For |
| | | | | 2. Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
| | | | | 3. Advisory approval of Citi's executive compensation. | Issuer | Yes | For | For |
| | | | | 4. Approval of an amendment to the Citigroup 2014 stock incentive plan authorizing additional shares. | Issuer | Yes | For | For |
| | | | | 5. Approval of the amended and restated 2011 Citigroup executive performance plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal requesting a report demonstrating the Company does not have a gender pay gap. | Security Holder | Yes | Against | For |
| | | | | 7. Stockholder proposal requesting a report on lobbying and grassroots lobbying contributions. | Security Holder | Yes | Against | For |
| | | | | 8. Stockholder proposal requesting that the board appoint a stockholder value committee. | Security Holder | Yes | Against | For |
| | | | | 9. Stockholder proposal requesting an amendment to the general clawback policy. | Security Holder | Yes | Against | For |
| | | | | 10. Stockholder proposal requesting that the board adopt a policy prohibiting the vesting of equity-based awards for senior executives due to voluntary resignation to enter government service. | Security Holder | Yes | Against | For |
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| Coach, Inc. | COH | 189754104 | 11/4/2015 | 1A. Election of director: David Denton | | No | | |
| | | | | 1B. Election of director: Andrea Guerra | | No | | |
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| | | | | 1C. Election of director: Susan Kropf | | No | | |
| | | | | 1D. Election of director: Victor Luis | | No | | |
| | | | | 1E. Election of director: Ivan Menezes | | No | | |
| | | | | 1F. Election of director: William Nuti | | No | | |
| | | | | 1G. Election of director: Stephanie Tilenius | | No | | |
| | | | | 1H. Election of director: Jide Zeitlin | | No | | |
| | | | | 2. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal year 2016. | | No | | |
| | | | | 3. Approval, on a non-binding advisory basis, of the Company's executive compensation as disclosed in the proxy statement for the 2015 annual meeting. | | No | | |
| | | | | 4. Approval of the amended and restated Coach, Inc. 2010 stock incentive plan (amended and restated as of September 18, 2015). | | No | | |
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| D.R. Horton, Inc. | DHI | 23331A109 | 1/21/2016 | 1A. Election of director: Donald R. Horton. | Issuer | Yes | For | For |
| | | | | 1B. Election of director: Barbara K. Allen. | Issuer | Yes | For | For |
| | | | | 1C. Election of director Brad S. Anderson. | Issuer | Yes | For | For |
| | | | | 1D. Election of director: Michael R. Buchanan. | Issuer | Yes | For | For |
| | | | | 1E. Election of director: Michael W. Hewatt. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratify the appointment of PricewaterhouseCoopers, LLP as Company's independent registered public accounting firm. | Issuer | Yes | For | For |
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| The Goodyear Tire & Rubber Company | GT | 382550101 | 4/11/2016 | 1. To elect thirteen directors: A. William J. Conaty, B. James A. Firestone, C. Werner Geissler, D. Peter S. Hellman, E. Laurette T. Koellner, F. Richard J. Kramer, G. W. Alan McCollough, H. John E. McGlade, I. Michael J. Morell, J. Roderick A. Palmore, K. Stephanie A. Streeter, L. Thomas H. Weidemeyer, M. Michael R. Wessel. | Issuer | No | | |
| | | | | 2. Advisory vote to approve executive compensation. | Issuer | No | | |
| | | | | 3. Ratification of appointment of PricewaterhouseCoopers LLP as Company's independent registered public accounting firm. | Issuer | No | | |
| | | | | 4. Shareholder proposal regarding proxy access. | Security Holder | No | | |
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| Hawaiian Holdings, Inc. | HA | 419879101 | 5/18/2016 | 1. To elect six directors: 01. Mark B. Dunkerley, 02. Earl E. Fry, 03. Lawrence S. Hershfield, 04. Randall L. Jenson, 05. Crystal K. Rose, 06. Richard N. Zwern. | Issuer | No | | |
| | | | | 2. To ratify Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. | Issuer | No | | |
| | | | | 3. To approve the 2016 management incentive plan. | Issuer | No | | |
| | | | | 4. To approve, on an advisory basis, the compensation of the Company's named executive officers. | Issuer | No | | |
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| Intuitive Surgical, Inc. | ISRG | 46120E602 | 4/21/2016 | 1. To elect nine directors: 01. Craig H. Barratt, PH.D, 02. Michael A. Friedman, MD, 03. Gary S. Guthart, PH.D, 04. Amal M. Johnson, 05. Keith R. Leonard, JR., 06. Alan J. Levy, PH.D, 07. Mark J. Rubash, 08. Lonnie M. Smith, 09. George Stalk, JR. | Issuer | No | | |
| | | | | 2. To approve, by advisory vote, the compensation of Company's named executive officers. | Issuer | No | | |
| | | | | 3. The ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. | Issuer | No | | |
| | | | | 4. To approve the amendment and restatement of the Intuitive Surgical, Inc. 2010 incentive award plan. | Issuer | No | | |
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| JP Morgan Chase & Co. | JPM | 46625H100 | 5/17/2016 | 1. To elect eleven directors: A. Linda B. Bammann, B. James A. Bell, C. Crandall C. Bowles, D. Stephen B. Burke, E. James S. Crown, F. James Dimon, G. Timothy P. Flynn, H. Laban P. Jackson, JR., I. Michael A. Neal, J. Lee R. Raymond, K. William C. Weldon. | Issuer | Yes | For | For |
| | | | | 2. Advisory resolution to approve executive compensation. | Issuer | Yes | For | For |
| | | | | 3. Ratification of PricewaterhouseCoopers LLP as Company's independent registered public accounting firm. | Issuer | Yes | For | For |
| | | | | 4. Shareholder proposal regarding requiring independent board chairman. | Security Holder | Yes | Against | For |
| | | | | 5. Shareholder proposal regarding how votes are counted, using only for and against and ignoring abstentions. | Security Holder | Yes | Against | For |
| | | | | 6. Shareholder proposal regarding vesting for government service, prohibiting vesting of equity-based awards for senior executives due to voluntary resignation to enter government service. | Security Holder | Yes | Against | For |
| | | | | 7. Shareholder proposal regarding appointing a stockholder value committee to address whether divestiture of all non-core banking business segments would enhance shareholder value. | Security Holder | Yes | Against | For |
| | | | | 8. Shareholder proposal regarding clawback amendment and defer compensation for ten years to help satisfy any monetary penalty associated with violation of law. | Security Holder | Yes | Against | For |
| | | | | 9. Shareholder proposal regarding executive compensation philosophy with social factors to improve the firm's ethical conduct and public reputation. | Security Holder | Yes | Against | For |
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| Lennar Corporation | LEN | 526057104 | 4/13/2016 | 1. To elect nine directors: 01. Irving Bolotin, 02. Steven L. Gerard, 03. Theron I. "Tig" Gilliam, 04. Sherrill W. Hudson, 05. Sidney Lapidus, 06. Teri P. McClure, 07. Stuart A. Miller, 08. Armando Olivera, 09. Jeffrey Sonnenfeld. | Issuer | Yes | For | For |
| | | | | 2. Ratification of the appointment of Deloitte & Touche LLP as Company's independent registered public accounting firm for the fiscal year ending November 30, 2016. | Issuer | Yes | For | For |
| | | | | 3. Approval, on an advisory basis, of the compensation of Lennar's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Lennar Corporation 2016 equity incentive plan. | Issuer | Yes | For | For |
| | | | | 5. Approval of the Lennar Corporation 2016 incentive compensation plan. | Issuer | Yes | For | For |
| | | | | 6. Stockholder proposal regarding Company's common stock voting structure. | Security Holder | Yes | Against | For |
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| Mallinckrodt Pharmaceuticals | MNK | G5785G107 | 3/16/2016 | 1. To elect eleven directors: A. Melvin D. Booth, B. David R. Carlucci, C. J. Martin Carroll, D. Diane H. Gulyas, E. Nancy S. Lurker, F. JoAnn A. Reed, G. Angus C. Russell, H. Virgil D. Thompson, I. Mark C. Trudeau, J. Kneeland C. Youngblood, M.D., K. Joseph A. Zaccagnino. | Issuer | No | | |
| | | | | 2. To approve, in a non-binding vote, the re-appointment of Deloitte & Touche LLP as Company's independent auditors and to authorize, in a binding vote, the audit committee to set the auditors' remuneration. | Issuer | No | | |
| | | | | 3. Approve, in a non-binding advisory vote, the compensation of named executive officers. | Issuer | No | | |
| | | | | 4. Approve the Mallinckrodt Pharmaceuticals 2016 employee stock purchase plan. | Issuer | No | | |
| | | | | 5. Authorize the Company and or any subsidiary to make market purchases or oversee market purchases of Company shares. | Issuer | No | | |
| | | | | 6. Authorize the price range at which the Company can re-allot shares it holds as treasury shares. | Issuer | No | | |
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| Martin Marietta Materials, Inc. | MLM | 573284106 | 5/19/2016 | 1. To elect four directors: 1. C. Howard Nye, 2. Laree E. Perez, 3. Dennis L. Rediker, 4. Donald W. Slager. | Issuer | Yes | For | For |
| | | | | 2. Approval of amendment to articles of incorporation to provide for the annual election of the board of directors. | Issuer | Yes | For | For |
| | | | | 3. Ratification of selection of PricewaterhouseCoopers LLP as Company's independent auditors. | Issuer | Yes | For | For |
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| | | | | 4. Approval of amendment to amended and restated stock based award plan. | Issuer | Yes | For | For |
| | | | | 5. Approval of executive cash incentive plan. | Issuer | Yes | For | For |
| | | | | 6. Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.'s named executive officers. | Issuer | Yes | For | For |
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| Morgan Stanley | MS | 617446448 | 5/17/2016 | 1. To elect fourteen directors: A. Erskine B. Bowles, B. Alistair Darling, C. Thomas H. Glocer, D. James P. Gorman, E. Robert H. Herz, F. Nobuyuki Hirano, G. Klaus Kleinfeld, H. Jami Miscik, I. Donald T. Nicolaisen, J. Hutham S. Olayan, K. James W. Owens, L. Ryosuke Tamakoshi, M. Perry M. Traquina, N. Rayford Wilkins, JR. | Issuer | Yes | For | For |
| | | | | 2. To ratify the appointment of Deloitte & Touche LLP as independent auditore. | Issuer | Yes | For | For |
| | | | | 3. To approve the compensation of executives as disclosed in the proxy statement, non-binding resolution. | Issuer | Yes | For | For |
| | | | | 4. To approve the amendment of the 2007 equity incentive compensation plan to increase the number of authorized shares and add performance measures for certain awards. | Issuer | Yes | Against | Against |
| | | | | 5. Shareholder proposal regarding a change in treatment of abstentions for purposes of vote-counting. | Security Holder | Yes | Against | For |
| | | | | 6. Shareholder proposal regarding a policy to prohibit vesting of deferred equity awards for senior executives who resign to enter government service. | Security Holder | Yes | Against | For |
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| Royal Caribbean Cruises LTD. | RCL | V7780T103 | 5/20/2016 | 1. To elect twelve directors: A. John F. Brock, B. Richard D. Fain, C. William L. Kimsey, D. Maritza G. Montiel, E. Ann S. Moore, F. Eyal M. Ofer, G. Thomas J. Pritzker, H. William K. Reilly, I. Bernt Reitan, J. Vagn O. Sorensen, K. Donald Thompson, L. Arne Alexander Wilhelmsen. | Issuer | No | | |
| | | | | 2. Advisory approval of the Company's compensation of its named executive officers. | Issuer | No | | |
| | | | | 3. Approval of the amended and restated 2008 equity incentive plan. | Issuer | No | | |
| | | | | 4. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2016. | Issuer | No | | |
| | | | | 5. Shareholder proposal regarding proxy access. | Security Holder | No | | |
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| Signature Bank | SBNY | 82669G104 | 4/21/2016 | 1. To elect three directors: 01. John Tamberlane, 02. Judith A. Huntington, 03. Derrick D. Cephas. | Issuer | Yes | For | For |
| | | | | 2. To ratify the appointment of KPMG LLP, an independent registered public accounting firm, as the independent auditors for the year ending December 31, 2016. | Issuer | Yes | For | For |
| | | | | 3. Advisory vote on executive compensation. | Issuer | Yes | For | For |
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| Signet Jewelers Limited | SIG | G81276100 | 6/17/2016 | 1. To elect ten directors: A. H. Todd Stitzer, B. Virginia Drosos, C. Dale Hilpert, D. Mark Light, E. Helen McCluskey, F. Marianne Miller Parrs, G. Thomas Plaskett, H. Robert Stack, I. Eugenia Ulasewicz, J. Russell Walls. | Issuer | No | | |
| | | | | 2. Appointment of KPMG LLP as independent auditor of the Company. | Issuer | No | | |
| | | | | 3. Approval, on a non-binding advisory basis, of the compensation of our named executive officers. | Issuer | No | | |
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| Sirius XM Holdings, Inc. | SIRI | 82968B103 | 5/24/2016 | 1. To elect twelve directors: 01. Joan L. Amble, 02. George W. Bodenheimer, 03. Mark D. Carleton, 04. Eddy W. Hartenstein, 05. James P. Holden, 06. Gregory B. Maffei, 07. Evan D. Malone, 08. James E. Meyer, 09. James F. Mooney, 10. Carl E. Vogel, 11. Vanessa A. Wittman, 12. David M. Zaslav. | Issuer | No | | |
| | | | | 2. Ratification of the appointment of KPMG LLP as Company's independent registered public accountants for 2016. | Issuer | No | | |
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| Skyworks Solutions, Inc. | SWKS | 83088M102 | 5/11/2016 | 1. To elect eight directors: A. David J. Aldrich, B. Kevin L. Beebe, C. Timothy R. Furey, D. Balakrishnan S. Lyer, E. Christine King, F. David P. McGlade, G. David J. McLachlan, H. Robert A. Schriesheim. | Issuer | No | | |
| | | | | 2. To ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2016. | Issuer | No | | |
| | | | | 3. To approve, on an advisory basis, the compensation of the Company's named executive officers. | Issuer | No | | |
| | | | | 4. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to the amendment of the Company's by-laws. | Issuer | No | | |
| | | | | 5. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company's assets or issuance of a substantial amount of the Company's securities. | Issuer | No | | |
| | | | | 6. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person. | Issuer | No | | |
| | | | | 7. To approve an amendment to the Company's restated certificate of incorporation to stockholder amendment of charter provisions governing directors. | Issuer | No | | |
| | | | | 8. To approve an amendment to the Company's restated certificate of incorporation to eliminate the supermajority vote provision relating to stockholder amendment of the charter provision governing actions by stockholders. | Issuer | No | | |
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| Summit Materials, Inc. | SNL | 86614U100 | 5/26/2016 | 1. To elect two directors: 01. Thomas W. Hill, 02. Neil P. Simpkins. | Issuer | No | | |
| | | | | 2. Ratification of the appointment of KPMG LLP as Company's independent auditors for 2016. | Issuer | No | | |
| | | | | 3. Non-binding advisory vote on the compensation of Company's named executive officers for 2015. | Issuer | No | | |
| | | | | 4. Non-binding advisory vote on the frequency of future non-binding advisory votes on the compensation of Company's named executive officers. | Issuer | No | | |
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| Toll Brothers, Inc. | TOL | 889478103 | 3/8/2016 | 1. To elect eleven directors: 1. Robert I. Toll, 2. Bruce E. Toll, 3. Douglas C. Yearley, Jr., 4. Robert S. Blank, 5. Edward G. Boehne, 6. Richard J. Braemer, 7. Christine N. Garvey, 8. Carl B. Marbach, 9. John A. McClean, 10. Stephen A. Novick, 11. Paul E. Shapiro. | Issuer | Yes | For | For |
| | | | | 2. The ratification of the re-appoinment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2016 fiscal year. | Issuer | Yes | For | For |
| | | | | 3. Approval, in an advisory and non-binding vote, of the compensation of the Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Approval of the Toll Brothers, Inc. stock incentive plan for non-executive directors. | Issuer | Yes | For | For |
| | | | | 5. The approval of an amendment to the Company's second restated certificate of incorporation, as amended, to provide that the Company's stockholders may remove any director from office, with or without cause. | Issuer | Yes | For | For |
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| Vale S.A | VALE | 91912E105 | 4/25/2016 | O1A. Appreciation of management report and analysis, discussion and vote of the financial statements for the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1B. Proposal for the destination of profits of the fiscal year of 2015, if any. | Issuer | No | | |
| | | | | O1C. Ratification of the appointment of an effective and an alternate members of the board of directors, on the meetings of the board of directors held on 6/25/15 and 7/29/15, respectively, in accordance with the article 11, sections 5 of Vale's by-laws. | Issuer | No | | |
| | | | | O1D. Appointment of the members of the fiscal council. | Issuer | No | | |
| | | | | O1E. Establishment of the remuneartion of the management and members of the fiscal council for 2016. | Issuer | No | | |
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| | | | | E2A. Proposal for amendment of the shareholders remuneration policy. | Security Holder | No | | |
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| Vulcan Materials Company | VMC | 929160109 | 5/13/2016 | 1. To elect four directors: A. Elaine L. Chao, B. Lee J. Styslinger, III, C. Douglas J. McGregor, D. Vincent J. Trosino. | Issuer | Yes | For | For |
| | | | | 2. Approval of the Vulcan Materials Company 2016 omnibus long-term incentive plan. | Issuer | Yes | For | For |
| | | | | 3. Approval, on an advisory basis, of the compensation of Company's named executive officers. | Issuer | Yes | For | For |
| | | | | 4. Ratification of the appointment of Deloitte & Touche LLP as Company's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
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| Whirlpool Corporation | WHR | 963320106 | 4/19/2016 | 1. To elect eleven directors: A. Samuel R. Allen, B. Marc R. Bitzer, C. Gary T. DiCamillo, D. Diane M. Dietz, E. Gerri T. Elliott, F. Jeff M. Fettig, G. Michael F. Johnston, H. John D. Liu, I. Harish Manwani, J. William D. Perez, K. Michael D. White. | Issuer | Yes | For | For |
| | | | | 2. Advisory vote to approve Whirlpool's executive compensation | Issuer | Yes | For | For |
| | | | | 3. Ratification of the appointment of Ernst & Young LLP as Whirlpool's independent registered public accounting firm for 2016. | Issuer | Yes | For | For |
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SIGNATURES
[See General Instruction F]
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.
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| (Registrant) | CGM TRUST |
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| By (Signature and Title)* | /s/ David C. Fietze |
| | David C. Fietze, President |
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| Date | August 31, 2016 |
* Print the name and title of each signing officer under his or her signature.
