UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-01728
Nicholas Fund, Inc.
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(Exact name of registrant as specified in charter)
411 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
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(Address of principal executive offices)
Jennifer R. Kloehn, Senior Vice President & Treasurer
411 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
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(Name and address of agent for service)
Registrant's telephone number, including area code: 414-272-4650
Date of Fiscal year-end: 03/31/2020
Date of reporting period: 07/01/2018 - 06/30/2019
Item 1. Proxy Voting Record
Account Name: Nicholas Fund, Inc.
AFFILIATED MANAGERS GROUP, INC.
Ticker: AMG Security ID: 008252108
Meeting Date: MAY 29, 2019 Meeting Type: Annual
Record Date: APR 02, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Samuel T. Byrne For For Management
1b Elect Director Dwight D. Churchill For For Management
1c Elect Director Nathaniel Dalton For For Management
1d Elect Director Glenn Earle For For Management
1e Elect Director Niall Ferguson For For Management
1f Elect Director Sean M. Healey For For Management
1g Elect Director Tracy P. Palandjian For For Management
1h Elect Director Patrick T. Ryan For For Management
1i Elect Director Karen L. Yerburgh For For Management
1j Elect Director Jide J. Zeitlin For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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ALBEMARLE CORPORATION
Ticker: ALB Security ID: 012653101
Meeting Date: MAY 07, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
2a Elect Director Mary Lauren Brlas For For Management
2b Elect Director William H. Hernandez For For Management
2c Elect Director Luther C. Kissam, IV For For Management
2d Elect Director Douglas L. Maine For For Management
2e Elect Director J. Kent Masters For For Management
2f Elect Director James J. O'Brien For For Management
2g Elect Director Diarmuid B. O'Connell For For Management
2h Elect Director Dean L. Seavers For For Management
2i Elect Director Gerald A. Steiner For For Management
2j Elect Director Harriett Tee Taggart For For Management
2k Elect Director Alejandro D. Wolff For For Management
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey P. Bezos For For Management
1b Elect Director Rosalind G. Brewer For For Management
1c Elect Director Jamie S. Gorelick For For Management
1d Elect Director Daniel P. Huttenlocher For For Management
1e Elect Director Judith A. McGrath For For Management
1f Elect Director Indra K. Nooyi For For Management
1g Elect Director Jonathan J. Rubinstein For For Management
1h Elect Director Thomas O. Ryder For For Management
1i Elect Director Patricia Q. Stonesifer For For Management
1j Elect Director Wendell P. Weeks For For Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Management of Food Waste Against For Shareholder
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Prohibit Sales of Facial Recognition Against Against Shareholder
Technology to Government Agencies
7 Report on Impact of Government Use of Against For Shareholder
Facial Recognition Technologies
8 Report on Products Promoting Hate Against For Shareholder
Speech
9 Require Independent Board Chairman Against For Shareholder
10 Report on Sexual Harassment Against For Shareholder
11 Report on Climate Change Against For Shareholder
12 Disclose a Board of Directors' Against Against Shareholder
Qualification Matrix
13 Report on Gender Pay Gap Against For Shareholder
14 Assess Feasibility of Including Against For Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
15 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
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AMGEN, INC.
Ticker: AMGN Security ID: 031162100
Meeting Date: MAY 21, 2019 Meeting Type: Annual
Record Date: MAR 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Wanda M. Austin For For Management
1.2 Elect Director Robert A. Bradway For For Management
1.3 Elect Director Brian J. Druker For For Management
1.4 Elect Director Robert A. Eckert For For Management
1.5 Elect Director Greg C. Garland For For Management
1.6 Elect Director Fred Hassan For For Management
1.7 Elect Director Rebecca M. Henderson For For Management
1.8 Elect Director Charles M. Holley, Jr. For For Management
1.9 Elect Director Tyler Jacks For For Management
1.10 Elect Director Ellen J. Kullman For For Management
1.11 Elect Director Ronald D. Sugar For For Management
1.12 Elect Director R. Sanders Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
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AON PLC
Ticker: AON Security ID: G0408V102
Meeting Date: JUN 21, 2019 Meeting Type: Annual
Record Date: APR 23, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jin-Yong Cai For For Management
1.2 Elect Director Jeffrey C. Campbell For For Management
1.3 Elect Director Gregory C. Case For For Management
1.4 Elect Director Fulvio Conti For For Management
1.5 Elect Director Cheryl A. Francis For For Management
1.6 Elect Director Lester B. Knight For For Management
1.7 Elect Director J. Michael Losh For For Management
1.8 Elect Director Richard B. Myers For For Management
1.9 Elect Director Richard C. Notebaert For For Management
1.10 Elect Director Gloria Santona For For Management
1.11 Elect Director Carolyn Y. Woo For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote to Ratify Directors' For For Management
Remuneration Report
4 Accept Financial Statements and For For Management
Statutory Reports
5 Ratify Ernst & Young LLP as Auditors For For Management
6 Ratify Ernst & Young LLP as Aon's U.K. For For Management
Statutory Auditor
7 Authorize Board to Fix Remuneration of For For Management
Auditors
8 Amend Omnibus Stock Plan For Against Management
9 Approve Reduction of Capital For For Management
10 Adopt New Articles of Association For For Management
11 Authorize Shares for Market Purchase For For Management
12 Authorize Issue of Equity For For Management
13 Issue of Equity or Equity-Linked For For Management
Securities without Pre-emptive Rights
14 Approve Political Donations For For Management
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APPLE, INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: MAR 01, 2019 Meeting Type: Annual
Record Date: JAN 02, 2019
# 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 Bob Iger For For Management
1e Elect Director Andrea Jung For For Management
1f Elect Director Art Levinson For For Management
1g Elect Director Ron Sugar For For Management
1h Elect Director Sue Wagner 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 Proxy Access Amendments Against For Shareholder
5 Disclose Board Diversity and Against Against Shareholder
Qualifications
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BALL CORPORATION
Ticker: BLL Security ID: 058498106
Meeting Date: APR 24, 2019 Meeting Type: Annual
Record Date: MAR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel J. Heinrich For Withhold Management
1.2 Elect Director Georgia R. Nelson For Withhold Management
1.3 Elect Director Cynthia A. Niekamp For Withhold Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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BECTON, DICKINSON & CO.
Ticker: BDX Security ID: 075887109
Meeting Date: JAN 22, 2019 Meeting Type: Annual
Record Date: DEC 07, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Catherine M. Burzik For For Management
1.2 Elect Director R. Andrew Eckert For For Management
1.3 Elect Director Vincent A. Forlenza For For Management
1.4 Elect Director Claire M. Fraser For For Management
1.5 Elect Director Jeffrey W. Henderson For For Management
1.6 Elect Director Christopher Jones For For Management
1.7 Elect Director Marshall O. Larsen For For Management
1.8 Elect Director David F. Melcher For For Management
1.9 Elect Director Claire Pomeroy For For Management
1.10 Elect Director Rebecca W. Rimel For For Management
1.11 Elect Director Timothy M. Ring For For Management
1.12 Elect Director Bertram L. Scott 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
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BLACK KNIGHT, INC.
Ticker: BKI Security ID: 09215C105
Meeting Date: JUN 12, 2019 Meeting Type: Annual
Record Date: APR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David K. Hunt For For Management
1.2 Elect Director Ganesh B. Rao For For Management
2 Declassify the Board of Directors For For Management
3 Adopt Majority Voting for Uncontested For For Management
Election of Directors
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Ratify KPMG LLP as Auditors For For Management
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BOSTON SCIENTIFIC CORPORATION
Ticker: BSX Security ID: 101137107
Meeting Date: MAY 09, 2019 Meeting Type: Annual
Record Date: MAR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nelda J. Connors For For Management
1b Elect Director Charles J. Dockendorff For For Management
1c Elect Director Yoshiaki Fujimori For For Management
1d Elect Director Donna A. James For For Management
1e Elect Director Edward J. Ludwig For For Management
1f Elect Director Stephen P. MacMillan For For Management
1g Elect Director Michael F. Mahoney For For Management
1h Elect Director David J. Roux For For Management
1i Elect Director John E. Sununu For For Management
1j Elect Director Ellen M. Zane For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Adopt Majority Voting for Uncontested For For Management
Election of Directors
4 Ratify Ernst & Young LLP as Auditor For For Management
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CBRE GROUP, INC.
Ticker: CBRE Security ID: 12504L109
Meeting Date: MAY 17, 2019 Meeting Type: Annual
Record Date: MAR 19, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Brandon B. Boze For For Management
1b Elect Director Beth F. Cobert For For Management
1c Elect Director Curtis F. Feeny For For Management
1d Elect Director Reginald H. Gilyard For For Management
1e Elect Director Shira D. Goodman For For Management
1f Elect Director Christopher T. Jenny For For Management
1g Elect Director Gerardo I. Lopez For For Management
1h Elect Director Robert E. Sulentic For For Management
1i Elect Director Laura D. Tyson For For Management
1j Elect Director Ray Wirta For For Management
1k Elect Director Sanjiv Yajnik 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 Approve Omnibus Stock Plan For For Management
5 Amend Proxy Access Right Against For Shareholder
6 Report on Impact of Mandatory Against For Shareholder
Arbitration Policies
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CELGENE CORPORATION
Ticker: CELG Security ID: 151020104
Meeting Date: APR 12, 2019 Meeting Type: Special
Record Date: MAR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
3 Advisory Vote on Golden Parachutes For Against Management
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CHUBB LIMITED
Ticker: CB Security ID: H1467J104
Meeting Date: MAY 16, 2019 Meeting Type: Annual
Record Date: MAR 25, 2019
# 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 For Management
(Zurich) as Statutory Auditor
4.2 Ratify PricewaterhouseCoopers LLP For For 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 Robert M. Hernandez For For Management
5.3 Elect Director Michael G. Atieh For For Management
5.4 Elect Director Sheila P. Burke For For Management
5.5 Elect Director James I. Cash For For Management
5.6 Elect Director Mary Cirillo For For Management
5.7 Elect Director Michael P. Connors For For Management
5.8 Elect Director John A. Edwardson For For Management
5.9 Elect Director Kimberly A. Ross For For Management
5.10 Elect Director Robert W. Scully For For Management
5.11 Elect Director Eugene B. Shanks, Jr. For For Management
5.12 Elect Director Theodore E. Shasta For For Management
5.13 Elect Director David H. Sidwell For For Management
5.14 Elect Director Olivier Steimer For For Management
6 Elect Evan G. Greenberg as Board For Against Management
Chairman
7.1 Elect Michael P. Connors as Member of For For Management
the Compensation Committee
7.2 Elect Mary Cirillo as Member of the For For Management
Compensation Committee
7.3 Elect John A. Edwardson as Member of For For Management
the Compensation Committee
7.4 Elect Robert M. Hernandez as Member of For For Management
the Compensation Committee
8 Designate Homburger AG as Independent For For Management
Proxy
9.1 Approve the Maximum Aggregate For For Management
Remuneration of Directors
9.2 Approve Remuneration of Executive For For Management
Management in the Amount of USD 43
Million for Fiscal 2020
10 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
11 Transact Other Business (Voting) For Against Management
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CINTAS CORP.
Ticker: CTAS Security ID: 172908105
Meeting Date: OCT 30, 2018 Meeting Type: Annual
Record Date: SEP 05, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gerald S. Adolph For For Management
1b Elect Director John F. Barrett For For Management
1c Elect Director Melanie W. Barstad For For Management
1d Elect Director Robert E. Coletti For For Management
1e Elect Director Scott D. Farmer For For Management
1f Elect Director James J. Johnson For For Management
1g Elect Director Joseph Scaminace For For Management
1h Elect Director Ronald W. Tysoe For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: DEC 12, 2018 Meeting Type: Annual
Record Date: OCT 15, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director M. Michele Burns For For Management
1b Elect Director Michael D. Capellas For For Management
1c Elect Director Mark Garrett For For Management
1d Elect Director Kristina M. Johnson For For Management
1e Elect Director Roderick C. McGeary For For Management
1f Elect Director Charles H. Robbins For For Management
1g Elect Director Arun Sarin For For Management
1h Elect Director Brenton L. Saunders For For Management
1i Elect Director Steven M. West For For Management
2 Amend Qualified Employee Stock For For Management
Purchase Plan
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Require Independent Board Chairman Against Against Shareholder
6 Adjust Executive Compensation Metrics Against Against Shareholder
for Share Buybacks
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COMCAST CORPORATION
Ticker: CMCSA Security ID: 20030N101
Meeting Date: JUN 05, 2019 Meeting Type: Annual
Record Date: APR 05, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kenneth J. Bacon For For Management
1.2 Elect Director Madeline S. Bell For For Management
1.3 Elect Director Sheldon M. Bonovitz For For Management
1.4 Elect Director Edward D. Breen For For Management
1.5 Elect Director Gerald L. Hassell For For Management
1.6 Elect Director Jeffrey A. Honickman For For Management
1.7 Elect Director Maritza G. Montiel For For Management
1.8 Elect Director Asuka Nakahara For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Brian L. Roberts For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Approve Nonqualified Employee Stock For For Management
Purchase Plan
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Require Independent Board Chairman Against For Shareholder
6 Report on Lobbying Payments and Policy Against For Shareholder
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COPART, INC.
Ticker: CPRT Security ID: 217204106
Meeting Date: DEC 17, 2018 Meeting Type: Annual
Record Date: NOV 09, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Willis J. Johnson For For Management
1.2 Elect Director A. Jayson Adair For For Management
1.3 Elect Director Matt Blunt For For Management
1.4 Elect Director Steven D. Cohan For For Management
1.5 Elect Director Daniel J. Englander For For Management
1.6 Elect Director James E. Meeks For For Management
1.7 Elect Director Thomas N. Tryforos For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Cash and Equity Director For For Management
Compensation Program for Executive
Chairman and Non-Employee Directors
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Adjourn Meeting For For Management
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EAST WEST BANCORP, INC.
Ticker: EWBC Security ID: 27579R104
Meeting Date: MAY 21, 2019 Meeting Type: Annual
Record Date: MAR 29, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Molly Campbell For For Management
1.2 Elect Director Iris S. Chan For For Management
1.3 Elect Director Rudolph I. Estrada For For Management
1.4 Elect Director Paul H. Irving For For Management
1.5 Elect Director Herman Y. Li For For Management
1.6 Elect Director Jack C. Liu For For Management
1.7 Elect Director Dominic Ng For For Management
1.8 Elect Director Lester M. Sussman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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FACEBOOK, INC.
Ticker: FB Security ID: 30303M102
Meeting Date: MAY 30, 2019 Meeting Type: Annual
Record Date: APR 05, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peggy Alford For For Management
1.2 Elect Director Marc L. Andreessen For Withhold Management
1.3 Elect Director Kenneth I. Chenault For For Management
1.4 Elect Director Susan D. For For Management
Desmond-Hellmann
1.5 Elect Director Sheryl K. Sandberg For Withhold Management
1.6 Elect Director Peter A. Thiel For For Management
1.7 Elect Director Jeffrey D. Zients For For Management
1.8 Elect Director Mark Zuckerberg For Withhold Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency Three One Year Management
Years
5 Approve Recapitalization Plan for all Against For Shareholder
Stock to Have One-vote per Share
6 Require Independent Board Chairman Against For Shareholder
7 Require a Majority Vote for the Against For Shareholder
Election of Directors
8 Disclose Board Diversity and Against Against Shareholder
Qualifications Matrix
9 Report on Content Governance Against Against Shareholder
10 Report on Global Median Gender Pay Gap Against For Shareholder
11 Prepare Employment Diversity Report Against Against Shareholder
and Report on Diversity Policies
12 Study Strategic Alternatives Including Against Against Shareholder
Sale of Assets
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FASTENAL COMPANY
Ticker: FAST Security ID: 311900104
Meeting Date: APR 23, 2019 Meeting Type: Annual
Record Date: FEB 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Willard D. Oberton For For Management
1b Elect Director Michael J. Ancius For For Management
1c Elect Director Michael J. Dolan For For Management
1d Elect Director Stephen L. Eastman For For Management
1e Elect Director Daniel L. Florness For For Management
1f Elect Director Rita J. Heise For For Management
1g Elect Director Darren R. Jackson For For Management
1h Elect Director Daniel L. Johnson For For Management
1i Elect Director Scott A. Satterlee For For Management
1j Elect Director Reyne K. Wisecup 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 Prepare Employment Diversity Report Against For Shareholder
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FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: APR 18, 2019 Meeting Type: Special
Record Date: MAR 11, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with For For Management
Acquisition
2 Adjourn Meeting For For Management
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FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alison Davis For For Management
1.2 Elect Director Harry F. DiSimone For For Management
1.3 Elect Director John Y. Kim For For Management
1.4 Elect Director Dennis F. Lynch For For Management
1.5 Elect Director Denis J. O'Leary For For Management
1.6 Elect Director Glenn M. Renwick For For Management
1.7 Elect Director Kim M. Robak For For Management
1.8 Elect Director JD Sherman For For Management
1.9 Elect Director Doyle R. Simons For For Management
1.10 Elect Director Jeffery W. Yabuki For For Management
2 Amend Qualified Employee Stock For For Management
Purchase Plan
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Report on Political Contributions Against For Shareholder
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FORTIVE CORPORATION
Ticker: FTV Security ID: 34959J108
Meeting Date: JUN 04, 2019 Meeting Type: Annual
Record Date: APR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Mitchell P. Rales For For Management
1B Elect Director Steven M. Rales For For Management
1C Elect Director Jeannine Sargent For For Management
1D Elect Director Alan G. Spoon 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
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GARTNER, INC.
Ticker: IT Security ID: 366651107
Meeting Date: MAY 30, 2019 Meeting Type: Annual
Record Date: APR 05, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Peter E. Bisson For For Management
1b Elect Director Richard J. Bressler For For Management
1c Elect Director Raul E. Cesan For For Management
1d Elect Director Karen E. Dykstra For For Management
1e Elect Director Anne Sutherland Fuchs For For Management
1f Elect Director William O. Grabe For For Management
1g Elect Director Eugene A. Hall For For Management
1h Elect Director Stephen G. Pagliuca For For Management
1i Elect Director Eileen Serra For For Management
1j Elect Director James C. Smith For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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GILEAD SCIENCES, INC.
Ticker: GILD Security ID: 375558103
Meeting Date: MAY 08, 2019 Meeting Type: Annual
Record Date: MAR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jacqueline K. Barton For For Management
1b Elect Director John F. Cogan For For Management
1c Elect Director Kelly A. Kramer For For Management
1d Elect Director Kevin E. Lofton For For Management
1e Elect Director Harish Manwani For For Management
1f Elect Director Daniel P. O'Day For For Management
1g Elect Director Richard J. Whitley For For Management
1h Elect Director Gayle E. Wilson For For Management
1i Elect Director Per Wold-Olsen For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Provide Right to Act by Written Consent For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Require Independent Board Chairman Against Against Shareholder
6 Report on Corporate Tax Savings Against Against Shareholder
Allocation
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HONEYWELL INTERNATIONAL INC.
Ticker: HON Security ID: 438516106
Meeting Date: APR 29, 2019 Meeting Type: Annual
Record Date: MAR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Darius Adamczyk For For Management
1B Elect Director Duncan B. Angove For For Management
1C Elect Director William S. Ayer For For Management
1D Elect Director Kevin Burke For For Management
1E Elect Director Jaime Chico Pardo For For Management
1F Elect Director D. Scott Davis For For Management
1G Elect Director Linnet F. Deily For For Management
1H Elect Director Judd Gregg For For Management
1I Elect Director Clive Hollick For For Management
1J Elect Director Grace D. Lieblein For For Management
1K Elect Director George Paz For For Management
1L Elect Director Robin L. Washington For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as Auditor For For Management
4 Provide Right to Act by Written Consent Against For Shareholder
5 Report on Lobbying Payments and Policy Against For Shareholder
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INTEL CORPORATION
Ticker: INTC Security ID: 458140100
Meeting Date: MAY 16, 2019 Meeting Type: Annual
Record Date: MAR 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Aneel Bhusri For For Management
1b Elect Director Andy D. Bryant For For Management
1c Elect Director Reed E. Hundt For For Management
1d Elect Director Omar Ishrak For For Management
1e Elect Director Risa Lavizzo-Mourey For For Management
1f Elect Director Tsu-Jae King Liu For For Management
1g Elect Director Gregory D. Smith For For Management
1h Elect Director Robert 'Bob' H. Swan For For Management
1i Elect Director Andrew Wilson For For Management
1j Elect Director Frank D. Yeary For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Provide Right to Act by Written Consent Against For Shareholder
6 Report on Gender Pay Gap Against For Shareholder
7 Request for an Annual Advisory Vote on Against Against Shareholder
Political Contributions
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INTERCONTINENTAL EXCHANGE, INC.
Ticker: ICE Security ID: 45866F104
Meeting Date: MAY 17, 2019 Meeting Type: Annual
Record Date: MAR 19, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon Y. Bowen For For Management
1b Elect Director Charles R. Crisp For For Management
1c Elect Director Duriya M. Farooqui For For Management
1d Elect Director Jean-Marc Forneri For For Management
1e Elect Director The Right Hon. The Lord For For Management
Hague of Richmond
1f Elect Director Frederick W. Hatfield For For Management
1g Elect Director Thomas E. Noonan For For Management
1h Elect Director Frederic V. Salerno For For Management
1i Elect Director Jeffrey C. Sprecher For For Management
1j Elect Director Judith A. Sprieser For For Management
1k Elect Director Vincent Tese For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditor For For Management
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JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 25, 2019 Meeting Type: Annual
Record Date: FEB 26, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary C. Beckerle For For Management
1b Elect Director D. Scott Davis For For Management
1c Elect Director Ian E. L. Davis For For Management
1d Elect Director Jennifer A. Doudna For For Management
1e Elect Director Alex Gorsky For For Management
1f Elect Director Marillyn A. Hewson For For Management
1g Elect Director Mark B. McClellan For For Management
1h Elect Director Anne M. Mulcahy For For Management
1i Elect Director William D. Perez For For Management
1j Elect Director Charles Prince For For Management
1k Elect Director A. Eugene Washington For For Management
1l Elect Director Ronald A. Williams For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
4 Clawback Disclosure of Recoupment Against For Shareholder
Activity from Senior Officers
5 Report on Integrating Risks Related to Against For Shareholder
Drug Pricing into Senior Executive
Compensation
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 21, 2019 Meeting Type: Annual
Record Date: MAR 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director James A. Bell For For Management
1c Elect Director Stephen B. Burke For For Management
1d Elect Director Todd A. Combs For For Management
1e Elect Director James S. Crown For For Management
1f Elect Director James Dimon For For Management
1g Elect Director Timothy P. Flynn For For Management
1h Elect Director Mellody Hobson For For Management
1i Elect Director Laban P. Jackson, Jr. For For Management
1j Elect Director Michael A. Neal For For Management
1k Elect Director Lee R. Raymond For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
4 Report on Gender Pay Gap Against For Shareholder
5 Amend Proxy Access Right Against For Shareholder
6 Provide for Cumulative Voting Against Against Shareholder
--------------------------------------------------------------------------------
LABORATORY CORPORATION OF AMERICA HOLDINGS
Ticker: LH Security ID: 50540R409
Meeting Date: MAY 09, 2019 Meeting Type: Annual
Record Date: MAR 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kerrii B. Anderson For For Management
1b Elect Director Jean-Luc Belingard For For Management
1c Elect Director D. Gary Gilliland For For Management
1d Elect Director David P. King For For Management
1e Elect Director Garheng Kong For For Management
1f Elect Director Peter M. Neupert For For Management
1g Elect Director Richelle P. Parham For For Management
1h Elect Director Adam H. Schechter For For Management
1i Elect Director R. Sanders Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
--------------------------------------------------------------------------------
LKQ CORPORATION
Ticker: LKQ Security ID: 501889208
Meeting Date: MAY 06, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director A. Clinton Allen For For Management
1b Elect Director Meg A. Divitto For For Management
1c Elect Director Robert M. Hanser For For Management
1d Elect Director Joseph M. Holsten For For Management
1e Elect Director Blythe J. McGarvie For For Management
1f Elect Director John W. Mendel For For Management
1g Elect Director Jody G. Miller For For Management
1h Elect Director John F. O'Brien For For Management
1i Elect Director Guhan Subramanian For For Management
1j Elect Director William M. Webster, IV For For Management
1k Elect Director Dominick Zarcone For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
MASTERCARD INCORPORATED
Ticker: MA Security ID: 57636Q104
Meeting Date: JUN 25, 2019 Meeting Type: Annual
Record Date: APR 26, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard Haythornthwaite For For Management
1b Elect Director Ajay Banga For For Management
1c Elect Director David R. Carlucci For For Management
1d Elect Director Richard K. Davis For For Management
1e Elect Director Steven J. Freiberg For For Management
1f Elect Director Julius Genachowski For For Management
1g Elect Director Choon Phong Goh For For Management
1h Elect Director Merit E. Janow For For Management
1i Elect Director Oki Matsumoto For For Management
1j Elect Director Youngme Moon For For Management
1k Elect Director Rima Qureshi For For Management
1l Elect Director Jose Octavio Reyes For For Management
Lagunes
1m Elect Director Gabrielle Sulzberger For For Management
1n Elect Director Jackson Tai For For Management
1o Elect Director Lance Uggla For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Report on Gender Pay Gap Against For Shareholder
5 Establish Human Rights Board Committee Against Against Shareholder
--------------------------------------------------------------------------------
MCDONALD'S CORPORATION
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 23, 2019 Meeting Type: Annual
Record Date: MAR 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd Dean For For Management
1b Elect Director Stephen Easterbrook For For Management
1c Elect Director Robert Eckert For For Management
1d Elect Director Margaret Georgiadis For For Management
1e Elect Director Enrique Hernandez, Jr. For For Management
1f Elect Director Richard Lenny For For Management
1g Elect Director John Mulligan For For Management
1h Elect Director Sheila Penrose For For Management
1i Elect Director John Rogers, Jr. For For Management
1j Elect Director Paul Walsh For For Management
1k Elect Director Miles White For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditor For For Management
4 Change Range for Size of the Board For For Management
5 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
MEDTRONIC PLC
Ticker: MDT Security ID: G5960L103
Meeting Date: DEC 07, 2018 Meeting Type: Annual
Record Date: OCT 09, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 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 Randall J. Hogan, III For For Management
1e Elect Director Omar Ishrak For For Management
1f Elect Director Michael O. Leavitt For For Management
1g Elect Director James T. Lenehan For For Management
1h Elect Director Elizabeth G. Nabel For For Management
1i Elect Director Denise M. O'Leary For For Management
1j Elect Director Kendall J. Powell For For Management
2 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
MERCK & CO., INC.
Ticker: MRK Security ID: 58933Y105
Meeting Date: MAY 28, 2019 Meeting Type: Annual
Record Date: MAR 29, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Leslie A. Brun For For Management
1b Elect Director Thomas R. Cech For For Management
1c Elect Director Mary Ellen Coe For For Management
1d Elect Director Pamela J. Craig For For Management
1e Elect Director Kenneth C. Frazier For For Management
1f Elect Director Thomas H. Glocer For For Management
1g Elect Director Rochelle B. Lazarus For For Management
1h Elect Director Paul B. Rothman For For Management
1i Elect Director Patricia F. Russo For For Management
1j Elect Director Inge G. Thulin For For Management
1k Elect Director Wendell P. Weeks For For Management
1l Elect Director Peter C. Wendell For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Require Independent Board Chairman Against Against Shareholder
6 Adopt Policy Disclosing Rationale Against Against Shareholder
Behind Approval of Sale of
Compensation Shares by a Senior
Executive During a Buyback
7 Report on Integrating Risks Related to Against For Shareholder
Drug Pricing into Senior Executive
Compensation
--------------------------------------------------------------------------------
MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 28, 2018 Meeting Type: Annual
Record Date: SEP 26, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates, III For For Management
1.2 Elect Director Reid G. Hoffman For For Management
1.3 Elect Director Hugh F. Johnston For For Management
1.4 Elect Director Teri L. List-Stoll For For Management
1.5 Elect Director Satya Nadella For For Management
1.6 Elect Director Charles H. Noski For For Management
1.7 Elect Director Helmut Panke For For Management
1.8 Elect Director Sandra E. Peterson For For Management
1.9 Elect Director Penny S. Pritzker For For Management
1.10 Elect Director Charles W. Scharf For For Management
1.11 Elect Director Arne M. Sorenson For For Management
1.12 Elect Director John W. Stanton For For Management
1.13 Elect Director John W. Thompson For For Management
1.14 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 For Management
Auditors
--------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC.
Ticker: MDLZ Security ID: 609207105
Meeting Date: MAY 15, 2019 Meeting Type: Annual
Record Date: MAR 12, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lewis W.K. Booth For For Management
1b Elect Director Charles E. Bunch For For Management
1c Elect Director Debra A. Crew For For Management
1d Elect Director Lois D. Juliber For For Management
1e Elect Director Mark D. Ketchum For For Management
1f Elect Director Peter W. May For For Management
1g Elect Director Jorge S. Mesquita For For Management
1h Elect Director Joseph Neubauer For For Management
1i Elect Director Fredric G. Reynolds For For Management
1j Elect Director Christiana S. Shi For For Management
1k Elect Director Patrick T. Siewert For For Management
1l Elect Director Jean-Francois M. L. van For For Management
Boxmeer
1m Elect Director Dirk Van de Put For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
4 Report on Mitigating Impacts of Against Against Shareholder
Deforestation in Company's Supply Chain
5 Consider Pay Disparity Between Against Against Shareholder
Executives and Other Employees
--------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC.
Ticker: ORLY Security ID: 67103H107
Meeting Date: MAY 07, 2019 Meeting Type: Annual
Record Date: FEB 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David O'Reilly For For Management
1b Elect Director Larry O'Reilly For For Management
1c Elect Director Rosalie O'Reilly Wooten For For Management
1d Elect Director Greg Henslee For For Management
1e Elect Director Jay D. Burchfield For For Management
1f Elect Director Thomas T. Hendrickson For For Management
1g Elect Director John R. Murphy For For Management
1h Elect Director Dana M. Perlman For For Management
1i Elect Director Andrea M. Weiss For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
PEPSICO, INC.
Ticker: PEP Security ID: 713448108
Meeting Date: MAY 01, 2019 Meeting Type: Annual
Record Date: MAR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Shona L. Brown For For Management
1b Elect Director Cesar Conde For For Management
1c Elect Director Ian Cook For For Management
1d Elect Director Dina Dublon For For Management
1e Elect Director Richard W. Fisher For For Management
1f Elect Director Michelle Gass For For Management
1g Elect Director William R. Johnson For For Management
1h Elect Director Ramon Laguarta For For Management
1i Elect Director David C. Page For For Management
1j Elect Director Robert C. Pohlad For For Management
1k Elect Director Daniel Vasella For For Management
1l Elect Director Darren Walker For For Management
1m Elect Director Alberto Weisser 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 Eliminate Supermajority Vote For For Management
Requirement
5 Require Independent Board Chairman Against Against Shareholder
6 Report on Pesticide Management Against Against Shareholder
--------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 25, 2019 Meeting Type: Annual
Record Date: FEB 26, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald E. Blaylock For For Management
1.2 Elect Director Albert Bourla For For Management
1.3 Elect Director W. Don Cornwell For For Management
1.4 Elect Director Joseph J. Echevarria For For Management
1.5 Elect Director Helen H. Hobbs For For Management
1.6 Elect Director James M. Kilts For For Management
1.7 Elect Director Dan R. Littman For For Management
1.8 Elect Director Shantanu Narayen For For Management
1.9 Elect Director Suzanne Nora Johnson For For Management
1.10 Elect Director Ian C. Read For For Management
1.11 Elect Director James C. Smith For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Provide Right to Act by Written Consent Against Against Shareholder
6 Report on Lobbying Payments and Policy Against For Shareholder
7 Require Independent Board Chairman Against Against Shareholder
8 Report on Integrating Risks Related to Against For Shareholder
Drug Pricing into Senior Executive
Compensation
--------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 01, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Andre Calantzopoulos For For Management
1.2 Elect Director Louis C. Camilleri For For Management
1.3 Elect Director Massimo Ferragamo For For Management
1.4 Elect Director Werner Geissler For For Management
1.5 Elect Director Lisa A. Hook For For Management
1.6 Elect Director Jennifer Li For For Management
1.7 Elect Director Jun Makihara For For Management
1.8 Elect Director Kalpana Morparia For For Management
1.9 Elect Director Lucio A. Noto For For Management
1.10 Elect Director Frederik Paulsen For For Management
1.11 Elect Director Robert B. Polet For For Management
1.12 Elect Director Stephen M. Wolf For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers SA as For For Management
Auditor
--------------------------------------------------------------------------------
ROCKWELL AUTOMATION, INC.
Ticker: ROK Security ID: 773903109
Meeting Date: FEB 05, 2019 Meeting Type: Annual
Record Date: DEC 10, 2018
# Proposal Mgt Rec Vote Cast Sponsor
A1 Elect Director Blake D. Moret For For Management
A2 Elect Director Thomas W. Rosamilia For For Management
A3 Elect Director Patricia A. Watson For For Management
B Ratify Deloitte & Touche LLP as For For Management
Auditors
C Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
S&P GLOBAL INC.
Ticker: SPGI Security ID: 78409V104
Meeting Date: MAY 09, 2019 Meeting Type: Annual
Record Date: MAR 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Marco Alvera For For Management
1.2 Elect Director William J. Amelio For For Management
1.3 Elect Director William D. Green For For Management
1.4 Elect Director Charles E. Haldeman, Jr. For For Management
1.5 Elect Director Stephanie C. Hill For For Management
1.6 Elect Director Rebecca Jacoby For For Management
1.7 Elect Director Monique F. Leroux For For Management
1.8 Elect Director Maria R. Morris For For Management
1.9 Elect Director Douglas L. Peterson For For Management
1.10 Elect Director Edward B. Rust, Jr. For For Management
1.11 Elect Director Kurt L. Schmoke For For Management
1.12 Elect Director Richard E. Thornburgh For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Amend Deferred Compensation Plan For For Management
5 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
SALESFORCE.COM, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: JUN 06, 2019 Meeting Type: Annual
Record Date: APR 10, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc Benioff For For Management
1b Elect Director Keith Block For For Management
1c Elect Director Parker Harris For For Management
1d Elect Director Craig Conway For For Management
1e Elect Director Alan Hassenfeld For For Management
1f Elect Director Neelie Kroes For For Management
1g Elect Director Colin Powell For For Management
1h Elect Director Sanford Robertson For For Management
1i Elect Director John V. Roos For For Management
1j Elect Director Bernard Tyson 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
2a Eliminate Supermajority Vote For For Management
Requirement to Amend Certificate of
Incorporation and Bylaws
2b Eliminate Supermajority Vote For For Management
Requirement to Remove Directors
3 Amend Omnibus Stock Plan For For Management
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Disclose Board Diversity and Against Against Shareholder
Qualifications Matrix
--------------------------------------------------------------------------------
SERVICENOW, INC.
Ticker: NOW Security ID: 81762P102
Meeting Date: JUN 12, 2019 Meeting Type: Annual
Record Date: APR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Teresa Briggs For For Management
1b Elect Director Paul E. Chamberlain For For Management
1c Elect Director Tamar O. Yehoshua For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
SKYWORKS SOLUTIONS, INC.
Ticker: SWKS Security ID: 83088M102
Meeting Date: MAY 08, 2019 Meeting Type: Annual
Record Date: MAR 14, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David J. Aldrich For For Management
1.2 Elect Director Kevin L. Beebe For For Management
1.3 Elect Director Timothy R. Furey For For Management
1.4 Elect Director Liam K. Griffin For For Management
1.5 Elect Director Balakrishnan S. Iyer For For Management
1.6 Elect Director Christine King For For Management
1.7 Elect Director David P. McGlade For For Management
1.8 Elect Director Robert A. Schriesheim For For Management
1.9 Elect Director Kimberly S. Stevenson For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Adopt Simple Majority None For Shareholder
--------------------------------------------------------------------------------
SNAP-ON INCORPORATED
Ticker: SNA Security ID: 833034101
Meeting Date: APR 25, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David C. Adams For For Management
1.2 Elect Director Karen L. Daniel For For Management
1.3 Elect Director Ruth Ann M. Gillis For For Management
1.4 Elect Director James P. Holden For For Management
1.5 Elect Director Nathan J. Jones For For Management
1.6 Elect Director Henry W. Knueppel For For Management
1.7 Elect Director W. Dudley Lehman For For Management
1.8 Elect Director Nicholas T. Pinchuk For For Management
1.9 Elect Director Gregg M. Sherrill For For Management
1.10 Elect Director Donald J. Stebbins For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
STARBUCKS CORP.
Ticker: SBUX Security ID: 855244109
Meeting Date: MAR 20, 2019 Meeting Type: Annual
Record Date: JAN 10, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Rosalind G. Brewer For For Management
1b Elect Director Mary N. Dillon For For Management
1c Elect Director Mellody Hobson For For Management
1d Elect Director Kevin R. Johnson For For Management
1e Elect Director Jorgen Vig Knudstorp For For Management
1f Elect Director Satya Nadella For For Management
1g Elect Director Joshua Cooper Ramo For For Management
1h Elect Director Clara Shih For For Management
1i Elect Director Javier G. Teruel For For Management
1j Elect Director Myron E. Ullman, III 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
4 Adopt a Policy on Board Diversity Against Against Shareholder
5 Report on Sustainable Packaging Against For Shareholder
--------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION
Ticker: SCHW Security ID: 808513105
Meeting Date: MAY 15, 2019 Meeting Type: Annual
Record Date: MAR 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John K. Adams, Jr. For For Management
1b Elect Director Stephen A. Ellis For For Management
1c Elect Director Arun Sarin For For Management
1d Elect Director Charles R. Schwab For For Management
1e Elect Director Paula A. Sneed 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 Adopt Policy to Annually Disclose Against For Shareholder
EEO-1 Data
--------------------------------------------------------------------------------
THE CLOROX CO.
Ticker: CLX Security ID: 189054109
Meeting Date: NOV 14, 2018 Meeting Type: Annual
Record Date: SEP 17, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Amy Banse For For Management
1.2 Elect Director Richard H. Carmona For For Management
1.3 Elect Director Benno Dorer For For Management
1.4 Elect Director Spencer C. Fleischer For For Management
1.5 Elect Director Esther Lee For For Management
1.6 Elect Director A.D. David Mackay For For Management
1.7 Elect Director Robert W. Matschullat For For Management
1.8 Elect Director Matthew J. Shattock For For Management
1.9 Elect Director Pamela Thomas-Graham For For Management
1.10 Elect Director Carolyn M. Ticknor For For Management
1.11 Elect Director Russell J. Weiner For For Management
1.12 Elect Director Christopher J. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Eliminate Supermajority Vote For For Management
Requirement to Approve Certain
Business Combinations
--------------------------------------------------------------------------------
THE HOME DEPOT, INC.
Ticker: HD Security ID: 437076102
Meeting Date: MAY 23, 2019 Meeting Type: Annual
Record Date: MAR 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gerard J. Arpey For For Management
1b Elect Director Ari Bousbib For For Management
1c Elect Director Jeffery H. Boyd For For Management
1d Elect Director Gregory D. Brenneman For For Management
1e Elect Director J. Frank Brown For For Management
1f Elect Director Albert P. Carey For For Management
1g Elect Director Helena B. Foulkes For For Management
1h Elect Director Linda R. Gooden For For Management
1i Elect Director Wayne M. Hewett For For Management
1j Elect Director Manuel Kadre For For Management
1k Elect Director Stephanie C. Linnartz For For Management
1l Elect Director Craig A. Menear 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 Prepare Employment Diversity Report Against For Shareholder
and Report on Diversity Policies
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Report on Prison Labor in the Supply Against For Shareholder
Chain
--------------------------------------------------------------------------------
THE TJX COMPANIES, INC.
Ticker: TJX Security ID: 872540109
Meeting Date: JUN 04, 2019 Meeting Type: Annual
Record Date: APR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Zein Abdalla For For Management
1.2 Elect Director Alan M. Bennett For For Management
1.3 Elect Director Rosemary T. Berkery For For Management
1.4 Elect Director David T. Ching For For Management
1.5 Elect Director Ernie Herrman For For Management
1.6 Elect Director Michael F. Hines For For Management
1.7 Elect Director Amy B. Lane For For Management
1.8 Elect Director Carol Meyrowitz For For Management
1.9 Elect Director Jackwyn L. Nemerov For For Management
1.10 Elect Director John F. O'Brien For For Management
1.11 Elect Director Willow B. Shire 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 Report on Gender, Race, or Ethnicity Against Against Shareholder
Pay Equity
5 Report on Prison Labor in Supply Chain Against For Shareholder
6 Report on Human Rights Risks in Against For Shareholder
Operations and Supply Chain
--------------------------------------------------------------------------------
THE TJX COS., INC.
Ticker: TJX Security ID: 872540109
Meeting Date: OCT 22, 2018 Meeting Type: Special
Record Date: SEP 27, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
--------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 27, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc N. Casper For For Management
1b Elect Director Nelson J. Chai For For Management
1c Elect Director C. Martin Harris For For Management
1d Elect Director Tyler Jacks For For Management
1e Elect Director Judy C. Lewent For For Management
1f Elect Director Thomas J. Lynch For For Management
1g Elect Director Jim P. Manzi For For Management
1h Elect Director James C. Mullen For For Management
1i Elect Director Lars R. Sorensen For For Management
1j Elect Director Scott M. Sperling For For Management
1k Elect Director Elaine S. Ullian For For Management
1l Elect Director Dion J. Weisler For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
--------------------------------------------------------------------------------
TOTAL SYSTEM SERVICES, INC.
Ticker: TSS Security ID: 891906109
Meeting Date: MAY 02, 2019 Meeting Type: Annual
Record Date: FEB 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director F. Thaddeus Arroyo For For Management
1b Elect Director Kriss Cloninger, III For For Management
1c Elect Director Walter W. Driver, Jr. For For Management
1d Elect Director Sidney E. Harris For For Management
1e Elect Director Joia M. Johnson For For Management
1f Elect Director Connie D. McDaniel For For Management
1g Elect Director Richard A. Smith For For Management
1h Elect Director John T. Turner For For Management
1i Elect Director M. Troy Woods For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Eliminate Supermajority Vote For For Management
Requirement
--------------------------------------------------------------------------------
ULTA BEAUTY, INC.
Ticker: ULTA Security ID: 90384S303
Meeting Date: JUN 05, 2019 Meeting Type: Annual
Record Date: APR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Sally E. Blount For For Management
1.2 Elect Director Mary N. Dillon For For Management
1.3 Elect Director Charles Heilbronn For For Management
1.4 Elect Director Michael R. MacDonald 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
--------------------------------------------------------------------------------
VISA, INC.
Ticker: V Security ID: 92826C839
Meeting Date: JAN 29, 2019 Meeting Type: Annual
Record Date: NOV 30, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd A. Carney For For Management
1b Elect Director Mary B. Cranston For For Management
1c Elect Director Francisco Javier For For Management
Fernandez-Carbajal
1d Elect Director Alfred F. Kelly, Jr. For For Management
1e Elect Director John F. Lundgren For �� For Management
1f Elect Director Robert W. Matschullat For For Management
1g Elect Director Denise M. Morrison For For Management
1h Elect Director Suzanne Nora Johnson For For Management
1i Elect Director John A.C. Swainson For For Management
1j Elect Director Maynard G. Webb, Jr. For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
--------------------------------------------------------------------------------
WALGREENS BOOTS ALLIANCE, INC.
Ticker: WBA Security ID: 931427108
Meeting Date: JAN 25, 2019 Meeting Type: Annual
Record Date: NOV 26, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jose E. Almeida For For Management
1b Elect Director Janice M. Babiak For For Management
1c Elect Director David J. Brailer For For Management
1d Elect Director William C. Foote For For Management
1e Elect Director Ginger L. Graham For For Management
1f Elect Director John A. Lederer For For Management
1g Elect Director Dominic P. Murphy For For Management
1h Elect Director Stefano Pessina For For Management
1i Elect Director Leonard D. Schaeffer For For Management
1j Elect Director Nancy M. Schlichting For For Management
1k Elect Director James A. Skinner 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 Amend Qualified Employee Stock For For Management
Purchase Plan
5 Require Independent Board Chairman Against For Shareholder
6 Use GAAP for Executive Compensation Against Against Shareholder
Metrics
7 Report on Governance Measures Against For Shareholder
Implemented Related to Opioids
8 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
WORKDAY, INC.
Ticker: WDAY Security ID: 98138H101
Meeting Date: JUN 18, 2019 Meeting Type: Annual
Record Date: APR 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carl M. Eschenbach For For Management
1.2 Elect Director Michael M. McNamara For For Management
1.3 Elect Director Jerry Yang 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
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SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Nicholas Fund, Inc. |
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By (Signature and Title) | /s/ David O. Nicholas |
| David O. Nicholas, Principal Executive Officer |
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Date | 08/29/2019 |