******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-03896
Reporting Period: 07/01/2015 - 06/30/2016
FPA U.S. Value Fund, Inc.
========================== FPA U.S. Value Fund, Inc. ===========================
ABBVIE INC.
Ticker: ABBV Security ID: 00287Y109
Meeting Date: MAY 06, 2016 Meeting Type: Annual
Record Date: MAR 09, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H.L. Burnside For For Management
1.2 Elect Director Brett J. Hart For For Management
1.3 Elect Director Edward J. Rapp 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 Declassify the Board of Directors For For Management
5 Amend Executive Incentive Bonus Plan For For Management
6 Report on Policies for Safe Disposal Against Against Shareholder
of Prescription Drugs by Users
7 Report on Lobbying Payments and Policy Against Against Shareholder
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AETNA INC.
Ticker: AET Security ID: 00817Y108
Meeting Date: MAY 20, 2016 Meeting Type: Annual
Record Date: MAR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Fernando Aguirre For For Management
1b Elect Director Mark T. Bertolini For For Management
1c Elect Director Frank M. Clark For For Management
1d Elect Director Betsy Z. Cohen For For Management
1e Elect Director Molly J. Coye For For Management
1f Elect Director Roger N. Farah For For Management
1g Elect Director Jeffrey E. Garten For For Management
1h Elect Director Ellen M. Hancock For For Management
1i Elect Director Richard J. Harrington For For Management
1j Elect Director Edward J. Ludwig For For Management
1k Elect Director Joseph P. Newhouse For For Management
1l Elect Director Olympia J. Snowe For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Approve Qualified Employee Stock For For Management
Purchase Plan
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Amend Policy to Disclose Payments to Against Against Shareholder
Tax-Exempt Organizations
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ALLERGAN PLC
Ticker: AGN Security ID: G0177J108
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Nesli Basgoz For For Management
1.2 Elect Director Paul M. Bisaro For For Management
1.3 Elect Director James H. Bloem For For Management
1.4 Elect Director Christopher W. Bodine For For Management
1.5 Elect Director Christopher J. Coughlin For For Management
1.6 Elect Director Michael R. Gallagher For For Management
1.7 Elect Director Catherine M. Klema For For Management
1.8 Elect Director Peter J. McDonnell For For Management
1.9 Elect Director Patrick J. O'Sullivan For For Management
1.10 Elect Director Brenton L. Saunders For For Management
1.11 Elect Director Ronald R. Taylor For Withhold Management
1.12 Elect Director Fred G. Weiss For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
4A Amend Articles of Association to Make For For Management
Certain Administrative Amendments
4B Amend Articles of Association to Make For For Management
Certain Administrative Amendments
5A Amend Articles of Association to For For Management
Provide for a Plurality Voting
Standard in the Event of a Contested
Election
5B Establish Range for Size of Board For For Management
6 Approve Reduction in Share Capital For For Management
7 Report on Lobbying Payments and Policy Against For Shareholder
8 Require Independent Board Chairman Against For Shareholder
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AMERIPRISE FINANCIAL, INC.
Ticker: AMP Security ID: 03076C106
Meeting Date: APR 27, 2016 Meeting Type: Annual
Record Date: FEB 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James M. Cracchiolo For For Management
1b Elect Director Dianne Neal Blixt For For Management
1c Elect Director Amy DiGeso For For Management
1d Elect Director Lon R. Greenberg For For Management
1e Elect Director Siri S. Marshall For For Management
1f Elect Director Jeffrey Noddle For For Management
1g Elect Director H. Jay Sarles For For Management
1h Elect Director Robert F. Sharpe, Jr. 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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ANTHEM, INC.
Ticker: ANTM Security ID: 036752103
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lewis Hay, III For For Management
1b Elect Director George A. Schaefer, Jr. For For Management
1c Elect Director Joseph R. Swedish For For Management
1d Elect Director Elizabeth E. Tallett 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 Report on Lobbying Payments and Policy Against Against Shareholder
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APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 26, 2016 Meeting Type: Annual
Record Date: DEC 28, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James Bell For For Management
1.2 Elect Director Tim Cook For For Management
1.3 Elect Director Al Gore For For Management
1.4 Elect Director Bob Iger For For Management
1.5 Elect Director Andrea Jung For For Management
1.6 Elect Director Art Levinson For For Management
1.7 Elect Director Ron Sugar For For Management
1.8 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 Amend Omnibus Stock Plan For For Management
5 Create Feasibility Plan for Net-Zero Against Against Shareholder
GHG Emissions, Including for Major
Suppliers
6 Adopt Policy to Increase Diversity of Against Against Shareholder
Senior Management and Board of
Directors
7 Report on Guidelines for Country Against Against Shareholder
Selection
8 Adopt Proxy Access Right Against Against Shareholder
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BED BATH & BEYOND INC.
Ticker: BBBY Security ID: 075896100
Meeting Date: JUL 02, 2015 Meeting Type: Annual
Record Date: MAY 06, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Warren Eisenberg For For Management
1b Elect Director Leonard Feinstein For For Management
1c Elect Director Steven H. Temares For For Management
1d Elect Director Dean S. Adler For For Management
1e Elect Director Stanley F. Barshay For For Management
1f Elect Director Geraldine T. Elliott For For Management
1g Elect Director Klaus Eppler For For Management
1h Elect Director Patrick R. Gaston For For Management
1i Elect Director Jordan Heller For For Management
1j Elect Director Victoria A. Morrison For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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BMW GROUP BAYERISCHE MOTOREN WERKE AG
Ticker: BMW Security ID: D12096109
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: APR 20, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2015
(Non-Voting)
2 Approve Allocation of Income and For For Management
Dividends of EUR 3.22 per Preferred
Share and 3.20 per Ordinary Share
3 Approve Discharge of Management Board For For Management
for Fiscal 2015
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2015
5 Ratify KPMG AG as Auditors for Fiscal For For Management
2016
6 Elect Simone Menne to the Supervisory For For Management
Board
7 Amend Corporate Purpose For For Management
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COMPAGNIE FINANCIERE RICHEMONT SA
Ticker: CFR Security ID: H25662182
Meeting Date: SEP 16, 2015 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Allocation of Income and For For Management
Dividends of CHF 1.60 per Registered A
Share and of CHF 0.16 per Bearer B
Share
3 Approve Discharge of Board of Directors For For Management
4.1 Elect Johann Rupert as Director For Against Management
4.2 Elect Jean-Blaise Eckert as Director For Against Management
4.3 Elect Bernard Fornas as Director For For Management
4.4 Elect Yves-Andre Istel as Director For Against Management
4.5 Elect Richard Lepeu as Director For For Management
4.6 Elect Ruggero Magnoni as Director For Against Management
4.7 Elect Josua Malherbe as Director For Against Management
4.8 Elect Simon Murray as Director For Against Management
4.9 Elect Alain Dominique Perrin as For Against Management
Director
4.10 Elect Guillaume Pictet as Director For For Management
4.11 Elect Norbert Platt as Director For Against Management
4.12 Elect Alan Quasha as Director For Against Management
4.13 Elect Maria Ramos as Director For For Management
4.14 Elect Lord Renwick of Clifton as For Against Management
Director
4.15 Elect Jan Rupert as Director For Against Management
4.16 Elect Gary Saage as Director For Against Management
4.17 Elect Juergen Schrempp as Director For Against Management
4.18 Elect The Duke of Wellington as For Against Management
Director
5.1 Appoint Lord Renwick of Clifton as For Against Management
Member of the Compensation Committee
5.2 Appoint Yves-Andre Istel as Member of For Against Management
the Compensation Committee
5.3 Appoint The Duke of Wellington as For Against Management
Member of the Compensation Committee
6 Ratify PricewaterhouseCoopers SA as For For Management
Auditors
7 Designate Francois Demierre Morand as For For Management
Independent Proxy
8 Amend Articles Re: Ordinance Against For Against Management
Excessive Remuneration at Listed
Companies
9.1 Approve Maximum Remuneration of Board For For Management
of Directors in the Amount of CHF 10.3
Million
9.2 Approve Maximum Fixed Remuneration of For Against Management
Executive Committee in the Amount of
CHF 14 Million
9.3 Approve Variable Remuneration of For For Management
Executive Committee in the Amount of
CHF 23.7 Million
10 Transact Other Business (Voting) For Against Management
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CVS HEALTH CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 24, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard M. Bracken For For Management
1b Elect Director C. David Brown, II For For Management
1c Elect Director Alecia A. DeCoudreaux For For Management
1d Elect Director Nancy-Ann M. DeParle For For Management
1e Elect Director David W. Dorman For For Management
1f Elect Director Anne M. Finucane For For Management
1g Elect Director Larry J. Merlo For For Management
1h Elect Director Jean-Pierre Millon For For Management
1i Elect Director Richard J. Swift For For Management
1j Elect Director William C. Weldon For For Management
1k Elect Director Tony L. White 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 Report on Consistency Between Against Against Shareholder
Corporate Values and Political
Contributions
5 Report on Pay Disparity Against Against Shareholder
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DAIMLER AG
Ticker: DAI Security ID: D1668R123
Meeting Date: APR 06, 2016 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2015
(Non-Voting)
2 Approve Allocation of Income and For For Management
Dividends of EUR 3.25 per Share
3 Approve Discharge of Management Board For For Management
for Fiscal 2015
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2015
5 Ratify KPMG AG as Auditors for Fiscal For For Management
2016
6.1 Elect Manfred Bischoff to the For For Management
Supervisory Board
6.2 Elect Petraea Heynike to the For For Management
Supervisory Board
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DELTA AIR LINES, INC.
Ticker: DAL Security ID: 247361702
Meeting Date: JUN 10, 2016 Meeting Type: Annual
Record Date: APR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard H. Anderson For For Management
1b Elect Director Edward H. Bastian For For Management
1c Elect Director Francis S. Blake For For Management
1d Elect Director Daniel A. Carp For For Management
1e Elect Director David G. DeWalt For For Management
1f Elect Director Thomas E. Donilon For For Management
1g Elect Director William H. Easter, III For For Management
1h Elect Director Mickey P. Foret For For Management
1i Elect Director Shirley C. Franklin For For Management
1j Elect Director George N. Mattson For For Management
1k Elect Director Douglas R. Ralph For For Management
1l Elect Director Sergio A.L. Rial For For Management
1m Elect Director Kathy N. Waller For For Management
1n Elect Director Kenneth B. Woodrow For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Omnibus Stock Plan For For Management
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Stock Retention Against For Shareholder
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HALMA PLC
Ticker: HLMA Security ID: G42504103
Meeting Date: JUL 23, 2015 Meeting Type: Annual
Record Date: JUL 21, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Policy For For Management
4 Approve Remuneration Report For For Management
5 Re-elect Paul Walker as Director For For Management
6 Re-elect Andrew Williams as Director For For Management
7 Re-elect Kevin Thompson as Director For For Management
8 Re-elect Jane Aikman as Director For For Management
9 Re-elect Adam Meyers as Director For For Management
10 Re-elect Daniela Barone Soares as For For Management
Director
11 Elect Roy Twite as Director For For Management
12 Elect Tony Rice as Director For For Management
13 Reappoint Deloitte LLP as Auditors For For Management
14 Authorise Board to Fix Remuneration of For For Management
Auditors
15 Approve Executive Share Plan For For Management
16 Authorise Issue of Equity with For For Management
Pre-emptive Rights
17 Amend Articles of Association For For Management
18 Authorise Issue of Equity without For For Management
Pre-emptive Rights
19 Authorise Market Purchase of Ordinary For For Management
Shares
20 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
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HCA HOLDINGS, INC.
Ticker: HCA Security ID: 40412C101
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: MAR 04, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director R. Milton Johnson For For Management
1b Elect Director Robert J. Dennis For For Management
1c Elect Director Nancy-Ann DeParle For For Management
1d Elect Director Thomas F. Frist, III For For Management
1e Elect Director William R. Frist For For Management
1f Elect Director Charles O. Holliday, Jr. For For Management
1g Elect Director Ann H. Lamont For For Management
1h Elect Director Jay O. Light For For Management
1i Elect Director Geoffrey G. Meyers For For Management
1j Elect Director Michael W. Michelson For For Management
1k Elect Director Wayne J. Riley For For Management
1l Elect Director John W. Rowe For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Require a Majority Vote for the Against For Shareholder
Election of Directors
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HOUGHTON MIFFLIN HARCOURT COMPANY
Ticker: HMHC Security ID: 44157R109
Meeting Date: MAY 17, 2016 Meeting Type: Annual
Record Date: MAR 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director L. Gordon Crovitz For For Management
1.2 Elect Director Lawrence K. Fish For For Management
1.3 Elect Director Jill A. Greenthal For For Management
1.4 Elect Director John F. Killian For For Management
1.5 Elect Director John R. McKernan, Jr. For For Management
1.6 Elect Director E. Rogers Novak, Jr. For For Management
1.7 Elect Director Linda K. Zecher 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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INGERSOLL-RAND PLC
Ticker: IR Security ID: G47791101
Meeting Date: JUN 02, 2016 Meeting Type: Annual
Record Date: APR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ann C. Berzin For For Management
1b Elect Director John Bruton For For Management
1c Elect Director Elaine L. Chao For For Management
1d Elect Director Jared L. Cohon For For Management
1e Elect Director Gary D. Forsee For For Management
1f Elect Director Constance J. Horner For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Michael W. Lamach For For Management
1i Elect Director Myles P. Lee For For Management
1j Elect Director John P. Surma For For Management
1k Elect Director Richard J. Swift For For Management
1l Elect Director Tony L. White For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
4 Renew Directors' Authority to Issue For For Management
Shares
5 Renew Directors' Authority to Issue For For Management
Shares for Cash
6 Authorize Reissuance of Repurchased For For Management
Shares
7 Provide Proxy Access Right For For Management
8A Amend Articles For For Management
8B Amend Memorandum For For Management
9A Adopt Plurality Voting for Contested For For Management
Election of Directors
9B Amend Articles to Grant the Board Sole For For Management
Authority to Determine Its Size
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INVESCO LTD.
Ticker: IVZ Security ID: G491BT108
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph R. Canion For For Management
1.2 Elect Director Martin L. Flanagan For For Management
1.3 Elect Director C. Robert Henrikson For For Management
1.4 Elect Director Ben F. Johnson, III For For Management
1.5 Elect Director Edward P. Lawrence For For Management
1.6 Elect Director Nigel Sheinwald For For Management
1.7 Elect Director Phoebe A. Wood 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
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MICROCHIP TECHNOLOGY INCORPORATED
Ticker: MCHP Security ID: 595017104
Meeting Date: AUG 14, 2015 Meeting Type: Annual
Record Date: JUN 18, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Steve Sanghi For For Management
1.2 Elect Director Matthew W. Chapman For For Management
1.3 Elect Director L.B. Day For For Management
1.4 Elect Director Esther L. Johnson For For Management
1.5 Elect Director Wade F. Meyercord For For Management
2 Approve Conversion of Securities For For Management
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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MSG NETWORKS INC.
Ticker: MSGN Security ID: 553573106
Meeting Date: DEC 11, 2015 Meeting Type: Annual
Record Date: OCT 21, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Eugene F. DeMark For For Management
1.2 Elect Director Joel M. Litvin For For Management
1.3 Elect Director John L. Sykes For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Amend Non-Employee Director Omnibus For For Management
Stock Plan
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SOUTHWEST AIRLINES CO.
Ticker: LUV Security ID: 844741108
Meeting Date: MAY 18, 2016 Meeting Type: Annual
Record Date: MAR 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David W. Biegler For For Management
1b Elect Director J. Veronica Biggins For For Management
1c Elect Director Douglas H. Brooks For For Management
1d Elect Director William H. Cunningham For For Management
1e Elect Director John G. Denison For For Management
1f Elect Director Thomas W. Gilligan For For Management
1g Elect Director Gary C. Kelly For For Management
1h Elect Director Grace D. Lieblein For For Management
1i Elect Director Nancy B. Loeffler For For Management
1j Elect Director John T. Montford For For Management
1k Elect Director Ron Ricks 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 Proxy Access Against For Shareholder
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SPIRIT AIRLINES, INC.
Ticker: SAVE Security ID: 848577102
Meeting Date: JUN 14, 2016 Meeting Type: Annual
Record Date: APR 15, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carlton D. Donaway For For Management
1.2 Elect Director David G. Elkins For For Management
1.3 Elect Director Myrna M. Soto 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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TIME WARNER INC.
Ticker: TWX Security ID: 887317303
Meeting Date: JUN 17, 2016 Meeting Type: Annual
Record Date: APR 20, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director William P. Barr For For Management
1.3 Elect Director Jeffrey L. Bewkes For For Management
1.4 Elect Director Stephen F. Bollenbach For For Management
1.5 Elect Director Robert C. Clark For For Management
1.6 Elect Director Mathias Dopfner For For Management
1.7 Elect Director Jessica P. Einhorn For For Management
1.8 Elect Director Carlos M. Gutierrez For For Management
1.9 Elect Director Fred Hassan For For Management
1.10 Elect Director Paul D. Wachter For For Management
1.11 Elect Director Deborah C. Wright 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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WHIRLPOOL CORPORATION
Ticker: WHR Security ID: 963320106
Meeting Date: APR 19, 2016 Meeting Type: Annual
Record Date: FEB 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Samuel R. Allen For For Management
1b Elect Director Marc R. Bitzer For For Management
1c Elect Director Gary T. DiCamillo For For Management
1d Elect Director Diane M. Dietz For For Management
1e Elect Director Gerri T. Elliott For For Management
1f Elect Director Jeff M. Fettig For For Management
1g Elect Director Michael F. Johnston For For Management
1h Elect Director John D. Liu For For Management
1i Elect Director Harish Manwani For For Management
1j Elect Director William D. Perez For For Management
1k Elect Director Michael D. White 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
========== END NPX REPORT
