Washington, D.C. 20549
Copley Fund, Inc.
Registered Agent, Inc.
Item 1. Proxy Voting Record
Name | Ticker | CUSIP | Meeting Date | Item Description | Proponent (Management/Shareholder) | Voted (Yes/No) | Vote Cast | With or Against Mgt Rec |
Alliant Energy Corporation | LNT | 18802108 | 5/13/2016 | Election of Directors | | | | |
| | | | Michael L. Bennett | Management | Yes | For | With |
| | | | Deborah B. Dunie | Management | Yes | For | With |
| | | | Darryl B. Hazel | Management | Yes | For | With |
| | | | Thomas F. O'Toole | Management | Yes | For | With |
| LNT | | | Advisory Vote to approve named executive officer compensation | Management | Yes | For | With |
| LNT | | | Ratify Appt - Deloitte & Touche LLP | Management | Yes | For | With |
Ameren Corporation | AEE | 23608102 | 4/28/2016 | Election of Directors | | | | |
| | | | Warner L. Baxter | Management | Yes | For | With |
| | | | Catherine S. Brune | Management | Yes | For | With |
| | | | J. Edward Coleman | Management | Yes | For | With |
| | | | Ellen M. Fitzsimmons | Management | Yes | For | With |
| | | | Rafael Flores | Management | Yes | For | With |
| | | | Walter J. Galvin | Management | Yes | For | With |
| | | | Richard J. Harshman | Management | Yes | For | With |
| | | | Gayle P. W. Jackson | Management | Yes | For | With |
| | | | James C. Johnson | Management | Yes | For | With |
| | | | Steven H. Lipstein | Management | Yes | For | With |
| | | | Stephen R. Wilson | Management | Yes | For | With |
| AEE | | | Non-Binding Advisory Approval of compensation of the executives disclosed in the proxy statement | Management | Yes | For | With |
| AEE | | | Ratify Appt - PriceWaterhouse Coopers LLP as Independent Registered Accounting Firm | Management | Yes | For | With |
| AEE | | | Shareholder Proposal relating to a report on aggressive renewable energy adoption | Shareholder | Yes | Against | With |
| AEE | | | Shareholder Proposal regarding adopting a senior executive share retention policy | Shareholder | Yes | Against | With |
Arthur J. Gallagher & Co. | AJG | 363576109 | 5/17/2016 | Election of Directors | | | | |
| | | | Sherry S. Barrat | Management | Yes | For | With |
| | | | William L. Bax | Management | Yes | For | With |
| | | | D. John Coldman | Management | Yes | For | With |
| | | | Frank E. English, Jr. | Management | Yes | For | With |
| | | | J. Patrick Gallagher, Jr. | Management | Yes | For | With |
| | | | Elbert O. Hand | Management | Yes | For | With |
| | | | David S. Johnson | Management | Yes | For | With |
| | | | Kay W. McCurdy | Management | Yes | For | With |
| | | | Ralph J. Nicoletti | Management | Yes | For | With |
| | | | Norman L. Rosenthal | Management | Yes | For | With |
| AJG | | | Ratify Appointment of Ernst & Young LLP as Independent Auditor | Management | Yes | For | With |
| AJG | | | Approval of the Compensation of Named Executive Officers | Management | Yes | For | With |
Chevron Corporation | CVX | 166764100 | 5/25/2016 | Election of Directors | | | | |
| | | | A. B. Cummings, Jr. | Management | Yes | For | With |
| | | | L. F. Deily | Management | Yes | For | With |
| | | | R. E. Denham | Management | Yes | For | With |
| | | | A.P. Gast | Management | Yes | For | With |
| | | | E. Hernandez, Jr. | Management | Yes | For | With |
| | | | J.M. Huntsman, Jr. | Management | Yes | For | With |
| | | | C.W. Moorman | Management | Yes | For | With |
| | | | J. G. Stumpf | Management | Yes | For | With |
| | | | R. D. Sugar | Management | Yes | For | With |
| | | | I.G. Thulin | Management | No | | |
| | | | J. S. Watson | Management | Yes | For | With |
| CVX | | | Ratify Appt- Independent Registered Public Accounting Firm | Management | Yes | For | With |
| CVX | | | Advisory Vote on Named Executive Officer Compensation | Management | Yes | For | With |
| CVX | | | Amendment to the Chevron Corporation Non-Employee Directors' Equity Compensation and Deferral Plan | Management | Yes | For | With |
| CVX | | �� | Report on Lobbying | Shareholder | Yes | Against | With |
| CVX | | | Adopt Targets to Reduce GHG Emissions | Shareholder | Yes | Against | With |
| CVX | | | Report on Climate Change Impact Assessment | Shareholder | Yes | Against | With |
| CVX | | | Report on Reserve Replacements | Shareholder | Yes | Against | With |
| CVX | | | Adopt Dividend Policy | Shareholder | Yes | Against | With |
| CVX | | | Report on Shale Energy Operations | Shareholder | Yes | Against | With |
| CVX | | | Recommend Independent Director with Environmental Expertise | Shareholder | Yes | Against | With |
| CVX | | | Set Special Meetings Threshold at 10% | Shareholder | Yes | Against | With |
Dominion Resources, Inc. | D | 25746U109 | 5/11/2016 | Election of Directors | | | | |
| | | | William P. Barr | Management | Yes | For | With |
| | | | Helen E. Dragas | Management | Yes | For | With |
| | | | James O. Ellis, Jr. | Management | Yes | For | With |
| | | | Thomas F. Farrell II | Management | Yes | For | With |
| | | | John W. Harris | Management | Yes | For | With |
| | | | Mark J. Kington | Management | Yes | For | With |
| | | | Pamela J. Royal, M.D. | Management | Yes | For | With |
| | | | Robert H. Spilman, Jr. | Management | Yes | For | With |
| | | | Micahel E. Szymanczyk | Management | Yes | For | With |
| | | | David A. Wollard | Management | Yes | For | With |
| D | | | Ratify Appointment of Independent Auditors for 2016 | Management | Yes | For | With |
| D | | | Advisory Vote on approval of executive compensation (Say on Pay) | Management | Yes | For | With |
| D | | | Report on Lobbying | Shareholder | Yes | Against | With |
| D | | | Report on Potential Impact of Denial of a Certificate for North Anna 3 | Shareholder | Yes | Against | With |
| D | | | Right to Action by Written Consent | Shareholder | Yes | Against | With |
| D | | | Required Nomination of Director with Environmental Expertise | Shareholder | Yes | Against | With |
| D | | | Report on the Financial Risks to Dominion Posed by Climate Change | Shareholder | Yes | Against | With |
| D | | | Report on impact of Climate Change Driven Technology Changes | Shareholder | Yes | Against | With |
DTE Energy Company | DTE | 233331107 | 5/5/2016 | Election of Directors | | | | |
| | | | Gerald M. Anderson | Management | Yes | For | With |
| | | | David A. Brandon | Management | Yes | For | With |
| | | | W. Frank Fountain | Management | Yes | For | With |
| | | | Charles G. McClure, Jr. | Management | Yes | For | With |
| | | | Gail J. McGovern | Management | Yes | For | With |
| | | | Mark A. Murray | Management | Yes | For | With |
| | | | James B. Nicholson | Management | Yes | For | With |
| | | | Charles W. Pryor, Jr. | Management | Yes | For | With |
| | | | Josue Robles, Jr. | Management | Yes | For | With |
| | | | Ruth G. Shaw | Management | Yes | For | With |
| | | | David A. Thomas | Management | Yes | For | With |
| | | | James H. Vandenberghe | Management | Yes | For | With |
| DTE | | | Ratification of Independent Accounting Firm PriceWaterhouse Coopers LLP | Management | Yes | For | With |
| DTE | | | Provide a Nonbidning Vote to Approve the Company's Executive Compensation | Management | Yes | For | With |
| DTE | | | Shareholding Proposal Relating to Political Contribution Disclosure | Shareholder | Yes | Against | With |
| DTE | | | Shareholder Proposal Relating to Distributed Generation | Shareholder | Yes | Against | With |
Duke Energy Corporation | DUK | 26441C105 | 5/5/2016 | Election of Directors | | | | |
| | | | Michael J. Angelakis | Management | No | | |
| | | | Michael G. Browning | Management | No | | |
| | | | Daniel R. Dimicco | Management | No | | |
| | | | John H. Forsgren | Management | No | | |
| | | | Lynn J. Good | Management | No | | |
| | | | Ann M. Gray | Management | No | | |
| | | | John T. Herron | Management | No | | |
| | | | James B. Hyler, Jr. | Management | No | | |
| | | | William E. Kennard | Management | No | | |
| | | | Marie McKee | Management | No | | |
| | | | Charles W. Moorman IV | Management | No | | |
| | | | Carlos A. Saladrigas | Management | No | | |
| DUK | | | Ratification of Deloitte & Touche as Duke Energy Corporation's Independent Public Accountant for 2016 | Management | Yes | For | With |
| DUK | | | Advisory Vote to approve named executive officer compensation | Management | Yes | For | With |
| DUK | | | Shareholder proposal reagarding elimination of supermajority voting provisions in Duke Energy Corporation's Certificate of Incorporation | Shareholder | Yes | Against | With |
| DUK | | | Shareholder proposal regarding lobbying expenses disclosure | Shareholder | Yes | Against | With |
Eversource Energy | ES | 30040W108 | 5/4/2016 | Election of Directors | | | | |
| | | | John S. Clarkeson | Management | Yes | For | With |
| | | | Cotton M. Cleveland | Management | Yes | For | With |
| | | | Sanford Cloud, Jr. | Management | Yes | For | With |
| | | | James S. Distasio | Management | Yes | For | With |
| | | | Francis A. Doyle | Management | Yes | For | With |
| | | | Charles K. Gifford | Management | Yes | For | With |
| | | | Paul A. LaCamera | Management | Yes | For | With |
| | | | Kenneth R. Leibler | Management | Yes | For | With |
| | | | Thomas J. May | Management | Yes | For | With |
| | | | William C. VanFaasen | Management | Yes | For | With |
| | | | Frederica M. Williams | Management | Yes | For | With |
| | | | Dennis R. Wraase | Management | Yes | For | With |
| ES | | | To consider an advisory proposal appriving the compensation of named executive officers | Management | Yes | For | With |
| ES | | | To ratify the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accountants for 2016 | Management | Yes | For | With |
Exxon Mobil Corporation | XOM | 30231G102 | 5/25/2016 | Election of Directors | | | | |
| | | | M. J. Boskin | Management | Yes | For | With |
| | | | P. Brabeck-Letmathe | Management | Yes | For | With |
| | | | A.F. Braly | Management | Yes | For | With |
| | | | U.M. Burns | Management | Yes | For | With |
| | | | L. R. Faulkner | Management | Yes | For | With |
| | | | J. S. Fishman | Management | Yes | For | With |
| | | | H. H. Fore | Management | Yes | For | With |
| | | | K. C. Frazier | Management | Yes | For | With |
| | | | D.R. Oberhelman | Management | Yes | For | With |
| | | | S. J. Palmisano | Management | Yes | For | With |
| | | | S. S. Reinemund | Management | Yes | For | With |
| | | | R. W. Tillerson | Management | Yes | For | With |
| | | | W.C. Weldon | Management | Yes | For | With |
| | | | D.W. Woods | Management | Yes | For | With |
| XOM | | | Ratification of Independent Auditors | Management | Yes | For | With |
| XOM | | | Advisory Vote to Approve Executive Compensation | Management | Yes | For | With |
| XOM | | | Independent Chairman | Shareholder | Yes | Against | With |
| XOM | | | Climate Expert on Board | Shareholder | Yes | Against | With |
| XOM | | | Hire an Investment Bank | Shareholder | Yes | Against | With |
| XOM | | | Proxy Access Bylaw | Shareholder | Yes | Against | With |
| XOM | | | Report on Compensation for Women | Shareholder | Yes | Against | With |
| XOM | | | Report on Lobbying | Shareholder | Yes | Against | With |
| XOM | | | Increase Capital Distributions | Shareholder | Yes | Against | With |
| XOM | | | Politcy to Limit Global Warming 2°C | Shareholder | Yes | Against | With |
| XOM | | | Report on Impact of Climate Change Policies | Shareholder | Yes | Against | With |
| XOM | | | Report Reserve Replacement in BTUs | Shareholder | Yes | Against | With |
| XOM | | | Report on Hydraulic Fracturing | Shareholder | Yes | Against | With |
Great Plains Energy Incorporated | GXP | 391164100 | 5/3/2016 | Election of Directors | | | | |
| | | | Terry Bassham | Management | Yes | For | With |
| | | | David L. Bodde | Management | Yes | For | With |
| | | | R. C. Ferguson, Jr. | Management | Yes | For | With |
| | | | Gary D. Forsee | Management | Yes | For | With |
| | | | Scott D. Grimes | Management | Yes | For | With |
| | | | Thomas D. Hyde | Management | Yes | For | With |
| | | | James A. Mitchell | Management | Yes | For | With |
| | | | Ann D. Murtlow | Management | Yes | For | With |
| | | | John J. Sherman | Management | Yes | For | With |
| GXP | | | To Approve, on a non-binding advisory basis, the 2015 compensation of the company's named executive officers | Management | Yes | For | With |
| GXP | | | To Approve the Company's Amended Long-Term Incentive Plan | Management | Yes | For | With |
| GXP | | | To Ratify the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accountants for 2016 | Management | Yes | For | With |
Kimberly-Clark Corporation | KMB | 494368103 | 5/4/2016 | Election of Directors | | | | |
| | | | John F. Bergstrom | Management | Yes | For | With |
| | | | Abelardo E. Bru | Management | Yes | For | With |
| | | | Robert W. Decherd | Management | Yes | For | With |
| | | | Thomas J. Falk | Management | Yes | For | With |
| | | | Fabian T. Garcia | Management | Yes | For | With |
| | | | Mae C. Jemison, M.D. | Management | Yes | For | With |
| | | | James M. Jenness | Management | Yes | For | With |
| | | | Nancy J. Karch | Management | Yes | For | With |
| | | | Ian C. Read | Management | Yes | For | With |
| | | | Marc J. Shapiro | Management | Yes | For | With |
| | | | Michael D. White | Management | Yes | For | With |
| KMB | | | Raification of Auditors | Management | Yes | For | With |
| KMB | | | Advisory Vote to approve named executive officer compensation | Management | Yes | For | With |
| KMB | | | Reapproval of performance goals under the 2011 equity participation plan | Management | Yes | For | With |
| KMB | | | Approval of the amended and restated 2011 outside directors' compensation plan | Management | Yes | For | With |
Nextera Energy, Inc. | NEE | 65339F101 | 5/19/2016 | Election of Directors | | | | |
| | | | Sherry S. Barrat | Management | Yes | For | With |
| | | | James L. Camaren | Management | Yes | For | With |
| | | | Kenneth B. Dunn | Management | Yes | For | With |
| | | | Naren K. Gursahaney | Management | Yes | For | With |
| | | | Kirk S. Hachigian | Management | Yes | For | With |
| | | | Toni Jennings | Management | Yes | For | With |
| | | | Amy B. Lane | Management | Yes | For | With |
| | | | James L. Robo | Management | Yes | For | With |
| | | | Rudy E. Schupp | Management | Yes | For | With |
| | | | John L. Skolds | Management | Yes | For | With |
| | | | William H. Swanson | Management | Yes | For | With |
| | | | Hansel E. Tookes, II | Management | Yes | For | With |
| NEE | | | Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for 2016 | Management | Yes | For | With |
| NEE | | | Approval, by Non-Binding Vote, of Compensation of Named Executive Officers | Management | Yes | For | With |
| NEE | | | Approval, by non-binding advisory vote, of NextEra Energy's compensation of its named executive officers as disclosed in the proxy statement | Management | Yes | For | With |
| NEE | | | Approval of the material terms for payment of performance-based compensation under the NextEra Energy, Inc. Amended and Restated 2011 Long Term Incentive Plan | Management | Yes | For | With |
| NEE | | | A proposal by the Comptroller of the State of New York, Thomas P. Napoli, entitled "Political Contribution Disclosure" to request semiannual reports disclosing political contribution policies and expenditures | Shareholder | Yes | Against | With |
| NEE | | | A proposal by Myra Young entitled "Shareholder Proxy Access" to request the NextEra Energy Board of Directors to adopt, and present for shareholder approval a "proxy access" bylaw | Shareholder | Yes | Against | With |
| NEE | | | A proposal by Alan Farago and Lisa Versaci entitled "Report on Rance of Projected Sea Level Rise/Climate Change impacts" to request an annual report of material risks and costs of sea level rise to company operations, facilities and markets | Shareholder | Yes | Against | With |
Northeast Utilities | NU | 664397106 | 4/29/2015 | Election of Directors | | | | |
| | | | John S. Clarkeson | Management | Yes | For | With |
| | | | Cotton M. Cleveland | Management | Yes | For | With |
| | | | Sanford Cloud, Jr. | Management | Yes | For | With |
| | | | James S. DiStasio | Management | Yes | For | With |
| | | | Francis A. Doyle | Management | Yes | For | With |
| | | | Charles K. Gifford | Management | Yes | For | With |
| | | | Paul A. La Camera | Management | Yes | For | With |
| | | | Kenneth R. Leibler | Management | Yes | For | With |
| | | | Thomas J. May | Management | Yes | For | With |
| | | | William C. Van Faasen | Management | Yes | For | With |
| | | | Frederica M. Williams | Management | Yes | For | With |
| | | | Dennis R. Wraase | Management | Yes | For | With |
| NU | | | Approval of the proposed amendment to the Declaration of Trust to change the legal name of the Company from Northeast Utilities to Eversource Energy | Management | Yes | Against | Against |
| NU | | | Advisory proposal approving the Compensation of Named Excutive Officers | Management | Yes | For | With |
| NU | | | Ratify the selection of Deloitte & Touche LLP as independent registered public accounting firm for 2015 | Management | Yes | For | With |
Pitney Bowes Inc. | PBI | 724479100 | 5/19/2016 | Election of Directors | | | | |
| | | | Linda G. Alvarado | Management | Yes | For | With |
| | | | Anne M. Busquet | Management | Yes | For | With |
| | | | Roger Fradin | Management | Yes | For | With |
| | | | Anne Sutherland Fuchs | Management | Yes | For | With |
| | | | S. Douglas Hutcheson | Management | Yes | For | With |
| | | | Marc B. Lautenbach | Management | Yes | For | With |
| | | | Eduardo R. Menasce | Management | Yes | For | With |
| | | | Michael I. Roth | Management | Yes | For | With |
| | | | Linda S. Sanford | Management | Yes | For | With |
| | | | David L. Shedlarz | Management | Yes | For | With |
| | | | David B. Snow, Jr. | Management | Yes | For | With |
| PBI | | | Raification of the Audit Committee's Appointment of the Independent Accountants for 2016 | Management | Yes | For | With |
| PBI | | | Advisory Vote to approve Executive Compensation | Management | Yes | For | With |
| PBI | | | Approval of the Material Terms of the Performance Goals Pursuan to IRC Section 162(m) for the Pitney Bowes Key Employees Incentive Plan | Management | Yes | For | With |
| PBI | | | Approval of the Material Terms of the Performance Goals Pursuan to IRC Section 162(m) for the Pitney Bowes Inc. 2013 Stock Plan | Management | Yes | For | With |
Scana Corporation | SCG | 80589M102 | 4/28/2016 | Election of Directors | | | | |
| | | | Gregory E. Aliff | Management | Yes | For | With |
| | | | Sharon A. Decker | Management | Yes | For | With |
| | | | Kevin B. Marsh | Management | Yes | For | With |
| | | | James M. Micali | Management | Yes | For | With |
| SCG | | | Approval of the Appointment of the Independent Registered Public Accounting Firm | Management | Yes | For | With |
| SCG | | | Approval of an amendment to and restatement of the director compensation and deferral plan to implement annual limits on the total number of shares that may be issued to any individual participant each yeat | Management | Yes | For | With |
| SCG | | | Approval of board-proposed amendments to the Articles of Incorporation to declassify the Board of Directorsand provide for the annual election of all directors | Management | Yes | For | With |
Sempra Energy | SRE | 816851109 | 5/12/2016 | Election of Directors | | | | |
| | | | Alan L. Boeckman | Management | Yes | For | With |
| | | | Kathleen L. Brown | Management | Yes | For | With |
| | | | Pablo A. Ferrero | Management | Yes | For | With |
| | | | William D. Jones | Management | Yes | For | With |
| | | | William G. Ouchi | Management | Yes | For | With |
| | | | Debra L. Reed | Management | Yes | For | With |
| | | | William C. Rusnack | Management | Yes | For | With |
| | | | William P. Rutledge | Management | Yes | For | With |
| | | | Lynn Schenk | Management | Yes | For | With |
| | | | Jack T. Taylor | Management | Yes | For | With |
| | | | James C. Yardley | Management | Yes | For | With |
| SRE | | | Ratification of independent registered public accounting firm | Management | Yes | For | With |
| SRE | | | Advisory approval of executive compensation | Management | Yes | For | With |
The PNC Financial Services Group, Inc. | PNC | 693475105 | 4/26/2016 | Election of Directors | | | | |
| | | | Charles E. Bunch | Management | Yes | For | With |
| | | | Marjorie Rodgers Cheshire | Management | Yes | For | With |
| | | | William S. Demchak | Management | Yes | For | With |
| | | | Andrew T. Feldstein | Management | Yes | For | With |
| | | | Daniel R. Hesse | Management | Yes | For | With |
| | | | Kay Coles James | Management | Yes | For | With |
| | | | Richard B. Kelson | Management | Yes | For | With |
| | | | Jane G. Pepper | Management | Yes | For | With |
| | | | Donald J. Shepard | Management | Yes | For | With |
| | | | Lorene K. Steffes | Management | Yes | For | With |
| | | | Dennis F. Strigl | Management | Yes | For | With |
| | | | Michael J. Ward | Management | Yes | For | With |
| | | | Gergory D. Wasson | Management | Yes | For | With |
| PNC | | | Ratification of Audit Committee's selection of PricewaterhouseCoopers LLP as PNC's independent registered public accounting firm for 2016 | Management | Yes | For | With |
| PNC | | | Approval of 2016 Incentive Award Plan | Management | Yes | For | With |
| PNC | | | Advisory vote to approve named executive officer compensation | Management | Yes | For | With |
Verizon Communications Inc. | VZ | 92343V104 | 5/5/2016 | Election of Directors | | | | |
| | | | Shellye L. Archambeau | Management | Yes | For | With |
| | | | Mark T. Bertolini | Management | Yes | For | With |
| | | | Richard L. Carrion | Management | Yes | For | With |
| | | | Melanie L. Healey | Management | Yes | For | With |
| | | | M. Frances Keeth | Management | Yes | For | With |
| | | | Karl-Ludwig Kley | Management | Yes | For | With |
| | | | Lowell C. McAdam | Management | Yes | For | With |
| | | | Donald T. Nicolaisen | Management | Yes | For | With |
| | | | Clarence Otis, Jr. | Management | Yes | For | With |
| | | | Rodney E. Slater | Management | Yes | For | With |
| | | | Kathryn A. Tesija | Management | Yes | For | With |
| | | | Gregory D. Wasson | Management | Yes | For | With |
| | | | Gregory G. Weaver | Management | Yes | For | With |
| VZ | | | Ratification of Appointment of Independent Registered Public Accounting Firm | Management | Yes | For | With |
| VZ | | | Advisory Vote to approve Executive Compensation | Management | Yes | For | With |
| VZ | | | Renewable Energy Targets | Shareholder | Yes | Against | With |
| VZ | | | Indirect Policital Sending Report | Shareholder | Yes | Against | With |
| VZ | | | Lobbying Activities Report | Shareholder | Yes | Against | With |
| VZ | | | Independent Chair Policy | Shareholder | Yes | Against | With |
| VZ | | | Severance Approval Policy | Shareholder | Yes | Against | With |
| VZ | | | Stock Retention Policy | Shareholder | Yes | Against | With |
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.
Copley Fund, Inc.