UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-3916
NAME OF REGISTRANT: VANGUARD SPECIALIZED FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: JANUARY 31
DATE OF REPORTING PERIOD: JULY 1, 2008 - JUNE 30, 2009
FUND: VANGUARD DIVIDEND GROWTH FUND
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ISSUER: ABBOTT LABORATORIES
TICKER: ABT CUSIP: 002824100
MEETING DATE: 4/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: R.J. ALPERN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.S. AUSTIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.M. DALEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. FARRELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H.L. FULLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.A. OSBORN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.A.L. OWEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.A. REYNOLDS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.S. ROBERTS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.C. SCOTT III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.D. SMITHBURG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G.F. TILTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.D. WHITE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE ABBOTT LABORATORIES ISSUER YES FOR FOR
2009 INCENTIVE STOCK PROGRAM
PROPOSAL #03: APPROVAL OF THE ABBOTT LABORATORIES ISSUER YES FOR FOR
2009 EMPLOYEE STOCK PURCHASE PLAN FOR NON-U.S.
PROPOSAL #04: RATIFICATION OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
AS AUDITORS
PROPOSAL #05: SHAREHOLDER PROPOSAL - ANIMAL TESTING SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #06: SHAREHOLDER PROPOSAL - HEALTH CARE SHAREHOLDER YES ABSTAIN AGAINST
PRINCIPLES
PROPOSAL #07: SHAREHOLDER PROPOSAL - ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
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ISSUER: ACCENTURE LTD
TICKER: ACN CUSIP: G1150G111
MEETING DATE: 2/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-APPOINTMENT TO THE BOARD OF ISSUER YES FOR FOR
DIRECTORS: CHARLES H. GIANCARLO
PROPOSAL #1B: RE-APPOINTMENT TO THE BOARD OF ISSUER YES FOR FOR
DIRECTORS: DINA DUBLON
PROPOSAL #1C: RE-APPOINTMENT TO THE BOARD OF ISSUER YES FOR FOR
DIRECTORS: WILLIAM D. GREEN
PROPOSAL #1D: RE-APPOINTMENT TO THE BOARD OF ISSUER YES FOR FOR
DIRECTORS: NOBUYUKI IDEI
PROPOSAL #1E: RE-APPOINTMENT TO THE BOARD OF ISSUER YES FOR FOR
DIRECTORS: MARJORIE MAGNER
PROPOSAL #2: RE-APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR THE 2009 FISCAL YEAR AND
AUTHORIZATION OF THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS TO DETERMINE KPMG LLP'S REMUNERATION.
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ISSUER: ACE LIMITED
TICKER: ACE CUSIP: G0070K103
MEETING DATE: 7/14/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MICHAEL G. ATIEH ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1B: ELECTION OF DIRECTOR: MARY A. CIRILLO ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1C: ELECTION OF DIRECTOR: BRUCE L. CROCKETT ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS J. NEFF TO ISSUER YES FOR FOR
TERM EXPIRING IN 2009.
PROPOSAL #1E: ELECTION OF DIRECTOR: GARY M. STUART TO ISSUER YES FOR FOR
TERM EXPIRING IN 2009.
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT M. ISSUER YES FOR FOR
HERNANDEZ TO TERM EXPIRING IN 2010.
PROPOSAL #1G: ELECTION OF DIRECTOR: PETER MENIKOFF TO ISSUER YES FOR FOR
TERM EXPIRING IN 2010.
PROPOSAL #1H: ELECTION OF DIRECTOR: ROBERT RIPP TO ISSUER YES FOR FOR
TERM EXPIRING IN 2010.
PROPOSAL #1I: ELECTION OF DIRECTOR: DERMOT F. SMURFIT ISSUER YES FOR FOR
TO TERM EXPIRING IN 2010.
PROPOSAL #1J: ELECTION OF DIRECTOR: EVAN G. GREENBERG ISSUER YES FOR FOR
TO TERM EXPIRING IN
PROPOSAL #1K: ELECTION OF DIRECTOR: JOHN A. KROL TO ISSUER YES FOR FOR
TERM EXPIRING IN 2011.
PROPOSAL #1L: ELECTION OF DIRECTOR: LEO F. MULLIN TO ISSUER YES FOR FOR
TERM EXPIRING IN 2011.
PROPOSAL #1M: ELECTION OF DIRECTOR: OLIVIER STEIMER ISSUER YES FOR FOR
TO TERM EXPIRING IN 2011.
PROPOSAL #02: APPROVAL OF THE AMENDMENT (THE DE- ISSUER YES FOR FOR
REGISTRATION AMENDMENT) TO THE COMPANY'S MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION TO PERMIT
THE DEREGISTRATION OF THE COMPANY FROM THE CAYMAN
PROPOSAL #03: APPROVAL OF THE AMENDMENT (THE ISSUER YES FOR FOR
FINANCIAL STATEMENT AMENDMENT) TO THE COMPANY'S
ARTICLES OF ASSOCIATION TO REQUIRE THE COMPANY TO
PREPARE AND PROVIDE TO SHAREHOLDERS NOT LESS THAN
ANNUALLY AN UNCONSOLIDATED BALANCE SHEET OF THE
COMPANY VALUING THE COMPANY'S INVESTMENT IN ITS
SUBSIDIARIES ON A MARK-TO-MARKET BASIS
PROPOSAL #04: APPROVAL OF AMENDMENTS TO THE ARTICLES ISSUER YES FOR FOR
OF ASSOCIATION WHICH WILL HAVE THE EFFECT OF
INCREASING THE PAR VALUE OF THE ORDINARY SHARES FROM
$0.041666667 TO AN AMOUNT IN SWISS FRANCS EQUAL TO
$11,000,000,000 DIVIDED BY THE NUMBER OF OUR ORDINARY
SHARES OUTSTANDING AS OF THE CLOSE OF BUSINESS ON
JULY 10, 2008 AND CONVERTED INTO SWISS FRANCS USING
THE THEN MOST RECENTLY AVAILABLE NOON BUYING RATE IN
NEW YORK CERTIFIED BY THE FEDERAL RESERVE BANK OF NEW
YORK FOR CUSTOMS PURPOSES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
PROPOSAL #05: APPROVAL OF THE COMPANY'S DE- ISSUER YES FOR FOR
REGISTRATION FROM THE CAYMAN ISLANDS AND CONTINUATION
IN SWITZERLAND (THE CONTINUATION)
PROPOSAL #06: APPROVAL OF THE NAME OF THE COMPANY ISSUER YES FOR FOR
PROPOSAL #07: APPROVAL OF THE CHANGE OF THE PURPOSE ISSUER YES FOR FOR
OF THE COMPANY
PROPOSAL #08: APPROVAL OF THE REARRANGEMENT OF THE ISSUER YES FOR FOR
COMPANY'S EXISTING SHARE CAPITAL
PROPOSAL #09: APPROVAL OF THE COMPANY'S ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION
PROPOSAL #10: CONFIRMATION OF SWISS LAW AS THE ISSUER YES FOR FOR
AUTHORITATIVE LEGISLATION GOVERNING THE COMPANY
PROPOSAL #11: CONFIRMATION OF THE PRINCIPAL PLACE OF ISSUER YES FOR FOR
BUSINESS OF THE COMPANY AS ZURICH, SWITZERLAND
PROPOSAL #12: APPOINTMENT OF BDO VISURA AS SPECIAL ISSUER YES FOR FOR
AUDITOR UNTIL OUR NEXT ANNUAL GENERAL MEETING
PROPOSAL #13: APPROVAL OF THE COMPANY'S 2004 LONG- ISSUER YES FOR FOR
TERM INCENTIVE PLAN AS AMENDED THROUGH THE FOURTH
PROPOSAL #14: APPOINTMENT OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS OUR THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND, IF THE CONTINUATION IS APPROVED
AND AS REQUIRED BY SWISS LAW, TO ELECT
PRICEWATERHOUSECOOPERS AG AS OUR STATUTORY AUDITOR
FOR A ONE YEAR TERM UNTIL OUR NEXT ANNUAL GENERAL
PROPOSAL #15: APPROVAL OF PAYMENT OF A DIVIDEND ISSUER YES FOR FOR
THROUGH A REDUCTION OF THE PAR VALUE OF OUR SHARES IN
AN AMOUNT EQUAL TO THE SWISS FRANC EQUIVALENT OF
$0.87, CONVERTED INTO SWISS FRANCS USING THE MOST
RECENTLY AVAILABLE NOON BUYING RATE IN NEW YORK
CERTIFIED BY THE FEDERAL RESERVE BANK OF NEW YORK FOR
CUSTOMS PURPOSES AS OF THE CLOSE OF BUSINESS ON JULY
9, 2008, AND PAYMENT OF SUCH AMOUNT IN THREE EQUAL
INSTALLMENTS AT SUCH TIMES DURING THE PERIOD THROUGH
OUR NEXT ANNUAL GENERAL MEETING AS DETERMINED BY THE
BOARD OF DIRECTORS
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ISSUER: ACE LIMITED
TICKER: ACE CUSIP: H0023R105
MEETING DATE: 5/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MICHAEL G. ATIEH ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MARY A. CIRILLO ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: BRUCE L. CROCKETT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS J. NEFF ISSUER YES FOR FOR
PROPOSAL #2A: APPROVAL OF THE ANNUAL REPORT ISSUER YES FOR FOR
PROPOSAL #2B: APPROVAL OF THE STATUTORY FINANCIAL ISSUER YES FOR FOR
STATEMENTS OF ACE LIMITED
PROPOSAL #2C: APPROVAL OF THE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS
PROPOSAL #03: ALLOCATION OF DISPOSABLE PROFIT ISSUER YES FOR FOR
PROPOSAL #04: DISCHARGE OF THE BOARD OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #05: AMENDMENT OF ARTICLES OF ASSOCIATION ISSUER YES FOR FOR
RELATING TO SPECIAL AUDITOR
PROPOSAL #6A: ELECTION OF PRICEWATERHOUSECOOPERS AG ISSUER YES FOR FOR
(ZURICH) AS OUR STATUTORY AUDITOR UNTIL OUR NEXT
ANNUAL ORDINARY GENERAL MEETING
PROPOSAL #6B: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP
PROPOSAL #6C: ELECTION OF BDO VISURA (ZURICH) AS ISSUER YES FOR FOR
SPECIAL AUDITING FIRM UNTIL OUR NEXT ANNUAL ORDINARY
GENERAL MEETING
PROPOSAL #07: APPROVAL OF THE PAYMENT OF A DIVIDEND ISSUER YES FOR FOR
IN THE FORM OF A DISTRIBUTION THROUGH A REDUCTION OF
THE PAR VALUE OF OUR SHARES
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ISSUER: ASTRAZENECA PLC
TICKER: AZN CUSIP: 046353108
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE COMPANY'S ACCOUNTS AND ISSUER YES FOR FOR
THE REPORTS OF THE DIRECTORS AND AUDITOR FOR THE YEAR
ENDED 31 DECEMBER 2008
PROPOSAL #02: TO CONFIRM DIVIDENDS ISSUER YES FOR FOR
PROPOSAL #03: TO RE-APPOINT KPMG AUDIT PLC, LONDON AS ISSUER YES FOR FOR
AUDITOR
PROPOSAL #04: TO AUTHORISE THE DIRECTORS TO AGREE THE ISSUER YES FOR FOR
REMUNERATION OF THE AUDITOR
PROPOSAL #5A: ELECTION OF DIRECTOR: LOUIS SCHWEITZER ISSUER YES FOR FOR
PROPOSAL #5B: ELECTION OF DIRECTOR: DAVID BRENNAN ISSUER YES FOR FOR
PROPOSAL #5C: ELECTION OF DIRECTOR: SIMON LOWTH ISSUER YES FOR FOR
PROPOSAL #5D: ELECTION OF DIRECTOR: BO ANGELIN ISSUER YES FOR FOR
PROPOSAL #5E: ELECTION OF DIRECTOR: JOHN BUCHANAN ISSUER YES FOR FOR
PROPOSAL #5F: ELECTION OF DIRECTOR: JEAN-PHILIPPE ISSUER YES FOR FOR
COURTOIS
PROPOSAL #5G: ELECTION OF DIRECTOR: JANE HENNEY ISSUER YES FOR FOR
PROPOSAL #5H: ELECTION OF DIRECTOR: MICHELE HOOPER ISSUER YES FOR FOR
PROPOSAL #5I: ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
PROPOSAL #5J: ELECTION OF DIRECTOR: DAME NANCY ISSUER YES FOR FOR
ROTHWELL
PROPOSAL #5K: ELECTION OF DIRECTOR: JOHN VARLEY ISSUER YES FOR FOR
PROPOSAL #5L: ELECTION OF DIRECTOR: MARCUS WALLENBERG ISSUER YES FOR FOR
PROPOSAL #06: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT FOR THE YEAR ENDED 31 DECEMBER 2008
PROPOSAL #07: TO AUTHORISE LIMITED EU POLITICAL ISSUER YES FOR FOR
DONATIONS
PROPOSAL #08: TO AUTHORISE THE DIRECTORS TO ALLOT ISSUER YES FOR FOR
UNISSUED SHARES
PROPOSAL #09: TO AUTHORISE THE DIRECTORS TO DISAPPLY ISSUER YES FOR FOR
PRE-EMPTION RIGHTS
PROPOSAL #10: TO AUTHORISE THE COMPANY TO PURCHASE ISSUER YES FOR FOR
ITS OWN SHARES
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ISSUER: AT&T INC.
TICKER: T CUSIP: 00206R102
MEETING DATE: 4/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RANDALL L. ISSUER YES FOR FOR
STEPHENSON
PROPOSAL #1B: ELECTION OF DIRECTOR: WILLIAM F. ISSUER YES FOR FOR
ALDINGER III
PROPOSAL #1C: ELECTION OF DIRECTOR: GILBERT F. AMELIO ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: REUBEN V. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAMES H. BLANCHARD ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: AUGUST A. BUSCH ISSUER YES FOR FOR
III
PROPOSAL #1G: ELECTION OF DIRECTOR: JAIME CHICO PARDO ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: JAMES P. KELLY ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JON C. MADONNA ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LYNN M. MARTIN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: JOHN B. MCCOY ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: MARY S. METZ ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: JOYCE M. ROCHE ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: LAURA D'ANDREA ISSUER YES FOR FOR
TYSON
PROPOSAL #1O: ELECTION OF DIRECTOR: PATRICIA P. UPTON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: AMENDMENT TO INCREASE AUTHORIZED SHARES. ISSUER YES AGAINST AGAINST
PROPOSAL #04: REPORT ON POLITICAL CONTRIBUTIONS. SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: SPECIAL STOCKHOLDER MEETINGS. SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: CUMULATIVE VOTING. SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: BYLAW REQUIRING INDEPENDENT CHAIRMAN. SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: ADVISORY VOTE ON COMPENSATION. SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: PENSION CREDIT POLICY. SHAREHOLDER YES AGAINST FOR
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ISSUER: AUTOMATIC DATA PROCESSING, INC.
TICKER: ADP CUSIP: 053015103
MEETING DATE: 11/11/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LESLIE A. BRUN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY C. BUTLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LEON G. COOPERMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ERIC C. FAST ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. GLENN HUBBARD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN P. JONES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FREDERIC V. MALEK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHARON T. ROWLANDS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GREGORY L. SUMME ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HENRY TAUB ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE 2008 OMNIBUS AWARD PLAN ISSUER YES FOR FOR
PROPOSAL #03: APPOINTMENT OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
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ISSUER: BG GROUP PLC
TICKER: N/A CUSIP: G1245Z108
MEETING DATE: 5/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report and the ISSUER YES FOR FOR
accounts
PROPOSAL #2.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Declare the dividend ISSUER YES FOR FOR
PROPOSAL #4.: Elect Sir David Manning ISSUER YES FOR FOR
PROPOSAL #5.: Elect Mr. Martin Houston ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Sir. Robert Wilson ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Frank Chapman ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. Ashley Almanza ISSUER YES FOR FOR
PROPOSAL #9.: Re-elect Mr. Jurgen Dormann ISSUER YES FOR FOR
PROPOSAL #10.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #11.: Approve the remuneration of the ISSUER YES FOR FOR
Auditors
PROPOSAL #12.: Approve the political donations ISSUER YES FOR FOR
PROPOSAL #13.: Approve to increase the authorized ISSUER YES FOR FOR
share capital
PROPOSAL #14.: Grant authority to allot shares ISSUER YES FOR FOR
PROPOSAL #S.15: Approve the disapplication of the ISSUER YES FOR FOR
pre-emption rights
PROPOSAL #S.16: Grant authority to make market ISSUER YES FOR FOR
purchases of own ordinary shares
PROPOSAL #S.17: Amend the existing Articles of ISSUER YES FOR FOR
Association
PROPOSAL #S.18: Adopt the new Articles of Association ISSUER YES FOR FOR
PROPOSAL #S.19: Approve the notice periods for the ISSUER YES FOR FOR
general meeting
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ISSUER: BP P.L.C.
TICKER: BP CUSIP: 055622104
MEETING DATE: 4/16/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE DIRECTORS' ANNUAL REPORT ISSUER YES FOR FOR
AND ACCOUNTS
PROPOSAL #02: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT
ELECTION OF DIRECTOR: MR A BURGMANS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MRS C B CARROLL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SIR WILLIAM CASTELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR I C CONN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR G DAVID ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR E B DAVIS, JR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR R DUDLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR D J FLINT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR B E GROTE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR A B HAYWARD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR A G INGLIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR D S JULIUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SIR TOM MCKILLOP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SIR IAN PROSSER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR P D SUTHERLAND ISSUER YES FOR FOR
PROPOSAL #18: TO RE-APPOINT ERNST & YOUNG LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE THE BOARD TO FIX THEIR
REMUNERATION
PROPOSAL #S19: SPECIAL RESOLUTION: TO GIVE LIMITED ISSUER YES FOR FOR
AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE
COMPANY
PROPOSAL #20: TO GIVE LIMITED AUTHORITY TO ALLOT ISSUER YES FOR FOR
SHARES UP TO A SPECIFIED AMOUNT
PROPOSAL #S21: SPECIAL RESOLUTION: TO GIVE AUTHORITY ISSUER YES FOR FOR
TO ALLOT A LIMITED NUMBER OF SHARES FOR CASH FREE OF
PRE-EMPTION RIGHTS
PROPOSAL #S22: SPECIAL RESOLUTION: TO AUTHORIZE THE ISSUER YES FOR FOR
CALLING OF GENERAL MEETINGS (EXCLUDING ANNUAL GENERAL
MEETINGS) BY NOTICE OF AT LEAST 14 CLEAR DAYS
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ISSUER: BURLINGTON NORTHERN SANTA FE CORPORATION
TICKER: BNI CUSIP: 12189T104
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: A.L. BOECKMANN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: D.G. COOK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: V.S. MARTINEZ ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: M.F. RACICOT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: R.S. ROBERTS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: M.K. ROSE ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: M.J. SHAPIRO ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: J.C. WATTS, JR. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: R.H. WEST ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.S. WHISLER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: E.E. WHITACRE, JR. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT AUDITOR FOR 2009 (ADVISORY VOTE).
PROPOSAL #03: PROPOSAL REGARDING SAY ON EXECUTIVE PAY. SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: PROPOSAL REGARDING SPECIAL SHAREOWNER SHAREHOLDER YES AGAINST FOR
MEETINGS.
PROPOSAL #05: PROPOSAL REGARDING REPORT ON POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS.
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ISSUER: CARDINAL HEALTH, INC.
TICKER: CAH CUSIP: 14149Y108
MEETING DATE: 11/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: COLLEEN F. ARNOLD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. KERRY CLARK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CALVIN DARDEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN F. FINN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PHILIP L. FRANCIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GREGORY B. KENNY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. MICHAEL LOSH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN B. MCCOY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD C. NOTEBAERT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL D. O'HALLERAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID W. RAISBECK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEAN G. SPAULDING, M.D. ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: PROPOSAL TO APPROVE AMENDMENTS TO THE ISSUER YES FOR FOR
ARTICLES OF INCORPORATION AND CODE OF REGULATIONS TO
IMPLEMENT A MAJORITY VOTING STANDARD FOR UNCONTESTED
ELECTIONS OF DIRECTORS.
PROPOSAL #04: PROPOSAL TO APPROVE AMENDMENTS TO THE ISSUER YES FOR FOR
ARTICLES OF INCORPORATION AND CODE OF REGULATIONS TO
ELIMINATE CUMULATIVE VOTING.
PROPOSAL #05: PROPOSAL TO APPROVE AMENDMENTS TO THE ISSUER YES FOR FOR
CODE OF REGULATIONS TO ESTABLISH PROCEDURES FOR
ADVANCE NOTICE OF DIRECTOR NOMINATIONS AND OTHER
PROPOSALS AND RELATED ADMINISTRATIVE MATTERS AT
SHAREHOLDER MEETINGS.
PROPOSAL #06: PROPOSAL TO APPROVE AMENDMENT TO THE ISSUER YES FOR FOR
ARTICLES OF INCORPORATION TO ELIMINATE THE REFERENCE
TO THE MINIMUM AMOUNT OF STATED CAPITAL WITH WHICH
THE COMPANY MAY BEGIN BUSINESS AND TO STATE EXPRESSLY
THAT THE COMPANY'S COMMON SHARES HAVE NO STATED
PROPOSAL #07: PROPOSAL TO APPROVE AN AMENDED AND ISSUER YES FOR FOR
RESTATED 2005 LONG-TERM INCENTIVE PLAN.
PROPOSAL #08: PROPOSAL TO APPROVE AN AMENDED AND ISSUER YES FOR FOR
RESTATED EMPLOYEE STOCK PURCHASE PLAN.
PROPOSAL #09: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
PERFORMANCE-BASED STOCK OPTIONS.
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ISSUER: CARDINAL HEALTH, INC.
TICKER: CAH CUSIP: 14149Y108
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE A PROPOSED STOCK ISSUER YES FOR FOR
OPTION EXCHANGE PROGRAM UNDER WHICH ELIGIBLE CARDINAL
HEALTH EMPLOYEES WOULD BE ABLE TO EXCHANGE CERTAIN
OPTIONS FOR A LESSER NUMBER OF NEW OPTIONS.
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ISSUER: CATERPILLAR INC.
TICKER: CAT CUSIP: 149123101
MEETING DATE: 6/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL M. DICKINSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID R. GOODE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES W. OWENS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES D. POWELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSHUA I. SMITH ISSUER YES FOR FOR
PROPOSAL #02: RATIFY AUDITORS ISSUER YES FOR FOR
PROPOSAL #03: STOCKHOLDER PROPOSAL - ANNUAL ELECTION SHAREHOLDER YES FOR AGAINST
OF DIRECTORS
PROPOSAL #04: STOCKHOLDER PROPOSAL - DIRECTOR SHAREHOLDER YES AGAINST FOR
ELECTION MAJORITY VOTE STANDARD
PROPOSAL #05: STOCKHOLDER PROPOSAL - FOREIGN MILITARY SHAREHOLDER YES ABSTAIN AGAINST
SALES
PROPOSAL #06: STOCKHOLDER PROPOSAL - SIMPLE MAJORITY SHAREHOLDER YES FOR AGAINST
VOTE
PROPOSAL #07: STOCKHOLDER PROPOSAL - INDEPENDENT SHAREHOLDER YES AGAINST FOR
COMPENSATION CONSULTANT
PROPOSAL #08: STOCKHOLDER PROPOSAL - INDEPENDENT SHAREHOLDER YES AGAINST FOR
CHAIRMAN OF THE BOARD
PROPOSAL #09: STOCKHOLDER PROPOSAL - LOBBYING SHAREHOLDER YES ABSTAIN AGAINST
PRIORITIES
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHEVRON CORPORATION
TICKER: CVX CUSIP: 166764100
MEETING DATE: 5/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.H. ARMACOST ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: L.F. DEILY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: R.E. DENHAM ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: R.J. EATON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: E. HERNANDEZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: F.G. JENIFER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: S. NUNN ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: D.J. O'REILLY ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: D.B. RICE ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: K.W. SHARER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: C.R. SHOEMATE ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: R.D. SUGAR ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: C. WARE ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: J.S. WATSON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVE THE MATERIAL TERMS OF ISSUER YES FOR FOR
PERFORMANCE GOALS FOR PERFORMANCE-BASED AWARDS UNDER
THE CHEVRON INCENTIVE PLAN
PROPOSAL #04: APPROVE THE MATERIAL TERMS OF ISSUER YES FOR FOR
PERFORMANCE GOALS FOR PERFORMANCE-BASED AWARDS UNDER
THE LONG-TERM INCENTIVE PLAN OF CHEVRON CORPORATION
PROPOSAL #05: SPECIAL STOCKHOLDER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: ADVISORY VOTE ON SUMMARY COMPENSATION SHAREHOLDER YES AGAINST FOR
TABLE
PROPOSAL #07: GREENHOUSE GAS EMISSIONS SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: COUNTRY SELECTION GUIDELINES SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: HUMAN RIGHTS POLICY SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: HOST COUNTRY LAWS SHAREHOLDER YES ABSTAIN AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DOMINION RESOURCES, INC.
TICKER: D CUSIP: 25746U109
MEETING DATE: 5/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: PETER W. BROWN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: GEORGE A. ISSUER YES FOR FOR
DAVIDSON, JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: THOMAS F. ISSUER YES FOR FOR
FARRELL, II
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN W. HARRIS ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT S. JEPSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1F: ELECTION OF DIRECTOR: MARK J. KINGTON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: BENJAMIN J. ISSUER YES FOR FOR
LAMBERT, III
PROPOSAL #1H: ELECTION OF DIRECTOR: MARGARET A. ISSUER YES FOR FOR
MCKENNA
PROPOSAL #1I: ELECTION OF DIRECTOR: FRANK S. ROYAL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: DAVID A. WOLLARD ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF INDEPENDENT ISSUER YES FOR FOR
AUDITORS FOR 2009.
PROPOSAL #03: APPROVE THE ADOPTION OF THE AMENDED AND ISSUER YES FOR FOR
RESTATED 2005 INCENTIVE COMPENSATION PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL (SET AND PURSUE SHAREHOLDER YES ABSTAIN AGAINST
GOAL FOR 80% FOSSIL-FUEL-FREE GENERATION BY 2020)
PROPOSAL #05: SHAREHOLDER PROPOSAL (ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION)
PROPOSAL #06: SHAREHOLDER PROPOSAL (EXECUTIVE SHAREHOLDER YES AGAINST FOR
SUPPLEMENTAL RETIREMENT BENEFITS)
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ELI LILLY AND COMPANY
TICKER: LLY CUSIP: 532457108
MEETING DATE: 4/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: M.S. FELDSTEIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.E. FYRWALD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.R. MARRAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.R. OBERHELMAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT BY THE ISSUER YES FOR FOR
AUDIT COMMITTEE OF THE BOARD OF THE DIRECTORS OF
ERNST & YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITOR
PROPOSAL #03: APPROVE AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO PROVIDE FOR ANNUAL ELECTION OF ALL
DIRECTORS
PROPOSAL #04: REAPPROVE THE MATERIAL TERMS OF ISSUER YES FOR FOR
PERFORMANCE GOALS FOR THE ELI LILLY AND COMPANY BONUS
PLAN
PROPOSAL #05: PROPOSAL BY SHAREHOLDERS REQUESTING SHAREHOLDER YES FOR AGAINST
THAT THE BOARD ELIMINATE ALL SUPERMAJORITY VOTING
PROVISIONS FROM THE COMPANY'S ARTICLES OF
INCORPORATION AND BYLAWS
PROPOSAL #06: PROPOSAL BY SHAREHOLDERS REQUESTING SHAREHOLDER YES AGAINST FOR
THAT THE COMPANY AMEND ITS ARTICLES OF INCORPORATION
TO ALLOW SHAREHOLDERS TO AMEND THE COMPANY'S BYLAWS
BY MAJORITY VOTE
PROPOSAL #07: PROPOSAL BY SHAREHOLDERS REQUESTING SHAREHOLDER YES AGAINST FOR
THAT THE BOARD OF DIRECTORS ADOPT A POLICY OF ASKING
SHAREHOLDERS TO RATIFY THE COMPENSATION OF NAMED
EXECUTIVE OFFICERS AT THE ANNUAL MEETING OF
SHAREHOLDERS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EMERSON ELECTRIC CO.
TICKER: EMR CUSIP: 291011104
MEETING DATE: 2/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: A.A. BUSCH III* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.F. GOLDEN* ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: H. GREEN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.R. JOHNSON* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.B. MENZER* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: V.R. LOUCKS, JR.** ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EXXON MOBIL CORPORATION
TICKER: XOM CUSIP: 30231G102
MEETING DATE: 5/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: M.J. BOSKIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L.R. FAULKNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: K.C. FRAZIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.W. GEORGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.C. KING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.C. NELSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.J. PALMISANO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.S REINEMUND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.W. TILLERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.E. WHITACRE, JR. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
(PAGE 50)
PROPOSAL #03: CUMULATIVE VOTING (PAGE 51) SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: SPECIAL SHAREHOLDER MEETINGS (PAGE 53) SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: INCORPORATE IN NORTH DAKOTA (PAGE 54) SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: BOARD CHAIRMAN AND CEO (PAGE 55) SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: SHAREHOLDER ADVISORY VOTE ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION (PAGE 57)
PROPOSAL #08: EXECUTIVE COMPENSATION REPORT (PAGE 59) SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: CORPORATE SPONSORSHIPS REPORT (PAGE 60) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: AMENDMENT OF EEO POLICY (PAGE 62) SHAREHOLDER YES FOR AGAINST
PROPOSAL #11: GREENHOUSE GAS EMISSIONS GOALS (PAGE 63) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #12: CLIMATE CHANGE AND TECHNOLOGY REPORT SHAREHOLDER YES ABSTAIN AGAINST
(PAGE 65)
PROPOSAL #13: RENEWABLE ENERGY POLICY (PAGE 66) SHAREHOLDER YES ABSTAIN AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FIRSTENERGY CORP.
TICKER: FE CUSIP: 337932107
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: PAUL T. ADDISON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANTHONY J. ALEXANDER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL J. ANDERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. CAROL A. CARTWRIGHT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM T. COTTLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT B. HEISLER, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ERNEST J. NOVAK, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CATHERINE A. REIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE M. SMART ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WES M. TAYLOR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JESSE T. WILLIAMS, SR. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF THE ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: SHAREHOLDER PROPOSAL: ADOPT SIMPLE SHAREHOLDER YES FOR AGAINST
MAJORITY VOTE
PROPOSAL #04: SHAREHOLDER PROPOSAL: REDUCE THE SHAREHOLDER YES AGAINST FOR
PERCENTAGE OF SHARES REQUIRED TO CALL SPECIAL
SHAREHOLDER MEETING
PROPOSAL #05: SHAREHOLDER PROPOSAL: ESTABLISH SHAREHOLDER YES AGAINST FOR
SHAREHOLDER PROPONENT ENGAGEMENT PROCESS
PROPOSAL #06: SHAREHOLDER PROPOSAL: ADOPT A MAJORITY SHAREHOLDER YES AGAINST FOR
VOTE STANDARD FOR THE ELECTION OF DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENERAL MILLS, INC.
TICKER: GIS CUSIP: 370334104
MEETING DATE: 9/22/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BRADBURY H. ISSUER YES FOR FOR
ANDERSON
PROPOSAL #1B: ELECTION OF DIRECTOR: PAUL DANOS ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: WILLIAM T. ESREY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: RAYMOND V. ISSUER YES FOR FOR
GILMARTIN
PROPOSAL #1E: ELECTION OF DIRECTOR: JUDITH RICHARDS ISSUER YES FOR FOR
HOPE
PROPOSAL #1F: ELECTION OF DIRECTOR: HEIDI G. MILLER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: HILDA OCHOA- ISSUER YES FOR FOR
BRILLEMBOURG
PROPOSAL #1H: ELECTION OF DIRECTOR: STEVE ODLAND ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: KENDALL J. POWELL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LOIS E. QUAM ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: MICHAEL D. ROSE ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: ROBERT L. RYAN ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: DOROTHY A. TERRELL ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
GENERAL MILLS' INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HONEYWELL INTERNATIONAL INC.
TICKER: HON CUSIP: 438516106
MEETING DATE: 4/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: GORDON M. BETHUNE ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAIME CHICO PARDO ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: D. SCOTT DAVIS ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: LINNET F. DEILY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: CLIVE R. HOLLICK ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: GEORGE PAZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: BRADLEY T. SHEARES ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JOHN R. STAFFORD ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MICHAEL W. WRIGHT ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF INDEPENDENT ACCOUNTANTS ISSUER YES FOR FOR
PROPOSAL #03: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: PRINCIPLES FOR HEALTH CARE REFORM SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: EXECUTIVE COMPENSATION ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: TAX GROSS-UP PAYMENTS SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HORMEL FOODS CORPORATION
TICKER: HRL CUSIP: 440452100
MEETING DATE: 1/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: TERRELL K. CREWS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JEFFREY M. ETTINGER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JODY H. FERAGEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LUELLA G. GOLDBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SUSAN I. MARVIN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JOHN L. MORRISON ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ELSA A. MURANO, PH.D. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ROBERT C. NAKASONE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD D. PEARSON ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: DAKOTA A. PIPPINS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: GARY J. RAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HUGH C. SMITH, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN G. TURNER ISSUER YES WITHHOLD AGAINST
PROPOSAL #2: RATIFY THE APPOINTMENT BY THE AUDIT ISSUER YES FOR FOR
COMMITTE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING OCTOBER 25, 2009.
PROPOSAL #3: APPROVE THE HORMEL FOODS CORPORATION ISSUER YES AGAINST AGAINST
2009 LONG-TERM INCENTIVE PLAN.
PROPOSAL #4: APPROVE THE HORMEL FOODS CORPORATION ISSUER YES FOR FOR
2009 NONEMPLOYEE DIRECTOR DEFERRED STOCK PLAN.
PROPOSAL #5: APPROVE A STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
DISCLOSURE OF GREENHOUSE GAS EMISSIONS CAUSED BY
INDIVIDUAL PRODUCTS VIA PRODUCT PACKAGING, IF
PRESENTED AT THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ILLINOIS TOOL WORKS INC.
TICKER: ITW CUSIP: 452308109
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM F. ISSUER YES FOR FOR
ALDINGER
PROPOSAL #1B: ELECTION OF DIRECTOR: MARVIN D. ISSUER YES FOR FOR
BRAILSFORD
PROPOSAL #1C: ELECTION OF DIRECTOR: SUSAN CROWN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: DON H. DAVIS, JR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT C. ISSUER YES FOR FOR
MCCORMACK
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT S. MORRISON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JAMES A. SKINNER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: HAROLD B. SMITH ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID B. SPEER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: PAMELA B. STROBEL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS ITW'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2009.
PROPOSAL #03: STOCKHOLDER PROPOSAL, IF PRESENTED AT SHAREHOLDER YES AGAINST FOR
THE MEETING, URGING THE BOARD OF DIRECTORS TO SEEK
STOCKHOLDER APPROVAL OF ANY FUTURE EXTRAORDINARY
RETIREMENT BENEFITS FOR SENIOR EXECUTIVES.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INTERNATIONAL BUSINESS MACHINES CORP.
TICKER: IBM CUSIP: 459200101
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: A.J.P. BELDA ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: C. BLACK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: W.R. BRODY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: K.I. CHENAULT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: M.L. ESKEW ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: S.A. JACKSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: T. NISHIMURO ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: J.W. OWENS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S.J. PALMISANO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.E. SPERO ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: S. TAUREL ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: L.H. ZAMBRANO ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVAL OF LONG-TERM INCENTIVE ISSUER YES FOR FOR
PERFORMANCE TERMS FOR CERTAIN EXECUTIVES PURSUANT TO
SECTION 162(M) OF THE INTERNAL REVENUE CODE
PROPOSAL #04: STOCKHOLDER PROPOSAL ON CUMULATIVE SHAREHOLDER YES AGAINST FOR
VOTING
PROPOSAL #05: STOCKHOLDER PROPOSAL ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION AND PENSION INCOME
PROPOSAL #06: STOCKHOLDER PROPOSAL ON ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JOHNSON & JOHNSON
TICKER: JNJ CUSIP: 478160104
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MARY SUE COLEMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES G. CULLEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ARNOLD G. LANGBO ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: SUSAN L. LINDQUIST ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LEO F. MULLIN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM D. PEREZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CHARLES PRINCE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID SATCHER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
POLICIES AND DISCLOSURE
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JPMORGAN CHASE & CO.
TICKER: JPM CUSIP: 46625H100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CRANDALL C. BOWLES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: STEPHEN B. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAMES DIMON ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ELLEN V. FUTTER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY, ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: LABAN P. JACKSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID C. NOVAK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LEE R. RAYMOND ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #04: GOVERNMENTAL SERVICE REPORT SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: CREDIT CARD LENDING PRACTICES SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: CHANGES TO KEPP SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: SHARE RETENTION SHAREHOLDER YES AGAINST FOR
PROPOSAL #10: CARBON PRINCIPLES REPORT SHAREHOLDER YES ABSTAIN AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KIMBERLY-CLARK CORPORATION
TICKER: KMB CUSIP: 494368103
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN R. ALM ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DENNIS R. ISSUER YES FOR FOR
BERESFORD
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN F. BERGSTROM ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ABELARDO E. BRU ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT W. DECHERD ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: THOMAS J. FALK ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MAE C. JEMISON, ISSUER YES FOR FOR
M.D.
PROPOSAL #1H: ELECTION OF DIRECTOR: IAN C. READ ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: G. CRAIG SULLIVAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF AUDITORS ISSUER YES FOR FOR
PROPOSAL #03: APPROVAL OF AMENDED AND RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION REGARDING RIGHT OF
HOLDERS OF AT LEAST TWENTY-FIVE PERCENT OF SHARES TO
CALL A SPECIAL MEETING OF STOCKHOLDERS
PROPOSAL #04: REAPPROVAL OF PERFORMANCE GOALS UNDER ISSUER YES FOR FOR
THE 2001 EQUITY PARTICIPATION PLAN
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LINEAR TECHNOLOGY CORPORATION
TICKER: LLTC CUSIP: 535678106
MEETING DATE: 11/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ROBERT H. SWANSON, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID S. LEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LOTHAR MAIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD M. MOLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS S. VOLPE ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JUNE 28, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LOCKHEED MARTIN CORPORATION
TICKER: LMT CUSIP: 539830109
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: E.C. PETE ISSUER YES FOR FOR
ALDRIDGE JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID B. BURRITT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES O. ELLIS JR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GWENDOLYN S. KING ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES M. LOY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DOUGLAS H. ISSUER YES FOR FOR
MCCORKINDALE
PROPOSAL #1H: ELECTION OF DIRECTOR: JOSEPH W. RALSTON ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: FRANK SAVAGE ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JAMES M. SCHNEIDER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ANNE STEVENS ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: ROBERT J. STEVENS ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: JAMES R. UKROPINA ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT AUDITORS
PROPOSAL #03: MANAGEMENT PROPOSAL - TO AMEND THE ISSUER YES FOR FOR
CHARTER TO DELETE THE 80% SUPERMAJORITY VOTE REQUIRED
TO AMEND ARTICLE XIII
PROPOSAL #04: STOCKHOLDER PROPOSAL - REPORT ON SPACE- SHAREHOLDER YES ABSTAIN AGAINST
BASED WEAPONS PROGRAM
PROPOSAL #05: STOCKHOLDER PROPOSAL - POLICY ON SHAREHOLDER YES AGAINST FOR
PAYMENTS TO EXECUTIVES AFTER DEATH
PROPOSAL #06: STOCKHOLDER PROPOSAL - ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MARATHON OIL CORPORATION
TICKER: MRO CUSIP: 565849106
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CHARLES F. ISSUER YES FOR FOR
BOLDEN, JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: GREGORY H. BOYCE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: CLARENCE P. ISSUER YES FOR FOR
CAZALOT, JR.
PROPOSAL #1D: ELECTION OF DIRECTOR: DAVID A. DABERKO ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: WILLIAM L. DAVIS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: SHIRLEY ANN ISSUER YES FOR FOR
JACKSON
PROPOSAL #1G: ELECTION OF DIRECTOR: PHILIP LADER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CHARLES R. LEE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: MICHAEL E.J. ISSUER YES FOR FOR
PHELPS
PROPOSAL #1J: ELECTION OF DIRECTOR: DENNIS H. REILLEY ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: SETH E. SCHOFIELD ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOHN W. SNOW ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: THOMAS J. USHER ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITOR
FOR 2009
PROPOSAL #03: STOCKHOLDER PROPOSAL TO AMEND OUR BY- SHAREHOLDER YES AGAINST FOR
LAWS TO LOWER THE THRESHOLD FOR STOCKHOLDERS TO CALL
SPECIAL MEETINGS
PROPOSAL #04: STOCKHOLDER PROPOSAL TO ADOPT A POLICY SHAREHOLDER YES AGAINST FOR
FOR RATIFICATION OF EXECUTIVE COMPENSATION
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MARSH & MCLENNAN COMPANIES, INC.
TICKER: MMC CUSIP: 571748102
MEETING DATE: 5/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LESLIE M. BAKER, ISSUER YES FOR FOR
JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: GWENDOLYN S. KING ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MARC D. OKEN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: DAVID A. OLSEN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: STOCKHOLDER PROPOSAL: REINCORPORATE IN SHAREHOLDER YES AGAINST FOR
NORTH DAKOTA
PROPOSAL #04: STOCKHOLDER PROPOSAL: SPECIAL MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: STOCKHOLDER PROPOSAL: POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MCDONALD'S CORPORATION
TICKER: MCD CUSIP: 580135101
MEETING DATE: 5/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT A. ECKERT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ENRIQUE ISSUER YES FOR FOR
HERNANDEZ, JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: JEANNE P. JACKSON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ANDREW J. MCKENNA ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE APPOINTMENT OF AN ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO
SERVE AS INDEPENDENT AUDITORS FOR 2009.
PROPOSAL #03: APPROVAL OF PERFORMANCE GOALS FOR ISSUER YES FOR FOR
CERTAIN QUALIFIED PERFORMANCE-BASED AWARDS UNDER THE
MCDONALD'S CORPORATION AMENDED AND RESTATED 2001
OMNIBUS STOCK OWNERSHIP PLAN.
PROPOSAL #04: APPROVAL OF MCDONALD'S CORPORATION 2009 ISSUER YES FOR FOR
CASH INCENTIVE PLAN.
PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES AGAINST FOR
SHAREHOLDER VOTE ON EXECUTIVE COMPENSATION.
PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES ABSTAIN AGAINST
USE OF CAGE-FREE EGGS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MEDTRONIC, INC.
TICKER: MDT CUSIP: 585055106
MEETING DATE: 8/21/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: VICTOR J. DZAU, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM A. HAWKINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHIRLEY A. JACKSON, PHD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DENISE M. O'LEARY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEAN-PIERRE ROSSO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JACK W. SCHULER ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO APPROVE THE MEDTRONIC, INC. 2008 ISSUER YES FOR FOR
STOCK AWARD AND INCENTIVE PLAN.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MICROSOFT CORPORATION
TICKER: MSFT CUSIP: 594918104
MEETING DATE: 11/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: STEVEN A. BALLMER ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: JAMES I. CASH JR. ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: DINA DUBLON ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: WILLIAM H. GATES ISSUER YES FOR FOR
III
PROPOSAL #05: ELECTION OF DIRECTOR: RAYMOND V. ISSUER YES FOR FOR
GILMARTIN
PROPOSAL #06: ELECTION OF DIRECTOR: REED HASTINGS ISSUER YES FOR FOR
PROPOSAL #07: ELECTION OF DIRECTOR: DAVID F. MARQUARDT ISSUER YES FOR FOR
PROPOSAL #08: ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR FOR
PROPOSAL #09: ELECTION OF DIRECTOR: HELMUT PANKE ISSUER YES FOR FOR
PROPOSAL #10: APPROVAL OF MATERIAL TERMS OF ISSUER YES FOR FOR
PERFORMANCE CRITERIA UNDER THE EXECUTIVE OFFICER
INCENTIVE PLAN.
PROPOSAL #11: APPROVAL OF AMENDMENTS TO THE 1999 ISSUER YES FOR FOR
STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS.
PROPOSAL #12: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR.
PROPOSAL #13: SHAREHOLDER PROPOSAL - ADOPTION OF SHAREHOLDER YES ABSTAIN AGAINST
POLICIES ON INTERNET CENSORSHIP.
PROPOSAL #14: SHAREHOLDER PROPOSAL - ESTABLISHMENT OF SHAREHOLDER YES ABSTAIN AGAINST
BOARD COMMITTEE ON HUMAN RIGHTS.
PROPOSAL #15: SHAREHOLDER PROPOSAL - DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
CHARITABLE CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NIKE, INC.
TICKER: NKE CUSIP: 654106103
MEETING DATE: 9/22/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JILL K. CONWAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN B. GRAF, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEANNE P. JACKSON ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSE COOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PAYCHEX, INC.
TICKER: PAYX CUSIP: 704326107
MEETING DATE: 10/7/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: B. THOMAS GOLISANO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DAVID J.S. ISSUER YES FOR FOR
FLASCHEN
PROPOSAL #1C: ELECTION OF DIRECTOR: PHILLIP HORSLEY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: GRANT M. INMAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: PAMELA A. JOSEPH ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JONATHAN J. JUDGE ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOSEPH M. TUCCI ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: JOSEPH M. VELLI ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE AUDIT COMMITTEE'S ISSUER YES FOR FOR
SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PEPSICO, INC.
TICKER: PEP CUSIP: 713448108
MEETING DATE: 5/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.L. BROWN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: I.M. COOK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: D. DUBLON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: V.J. DZAU ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: R.L. HUNT ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: A. IBARGUEN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: A.C. MARTINEZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: I.K. NOOYI ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S.P. ROCKEFELLER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.J. SCHIRO ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: L.G. TROTTER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: D. VASELLA ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: M.D. WHITE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTANTS
PROPOSAL #03: APPROVAL OF PEPSICO, INC. EXECUTIVE ISSUER YES FOR FOR
INCENTIVE COMPENSATION PLAN
PROPOSAL #04: SHAREHOLDER PROPOSAL - BEVERAGE SHAREHOLDER YES ABSTAIN AGAINST
CONTAINER RECYCLING (PROXY STATEMENT P. 59)
PROPOSAL #05: SHAREHOLDER PROPOSAL - GENETICALLY SHAREHOLDER YES ABSTAIN AGAINST
ENGINEERED PRODUCTS REPORT (PROXY STATEMENT P. 61)
PROPOSAL #06: SHAREHOLDER PROPOSAL - CHARITABLE SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS REPORT (PROXY STATEMENT P. 63)
PROPOSAL #07: SHAREHOLDER PROPOSAL - ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
COMPENSATION (PROXY STATEMENT P. 64)
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PRAXAIR, INC.
TICKER: PX CUSIP: 74005P104
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEPHEN F. ANGEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NANCE K. DICCIANI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD G. GALANTE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CLAIRE W. GARGALLI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: IRA D. HALL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAYMOND W. LEBOEUF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LARRY D. MCVAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WAYNE T. SMITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. MITCHELL WATSON, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT L. WOOD ISSUER YES FOR FOR
PROPOSAL #2: PROPOSAL TO APPROVE THE 2009 PRAXAIR, ISSUER YES FOR FOR
INC. LONG TERM INCENTIVE PLAN.
PROPOSAL #3: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
THE INDEPENDENT AUDITOR.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
TICKER: SLB CUSIP: 806857108
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: P. CAMUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.S. GORELICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. GOULD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: T. ISAAC ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N. KUDRYAVTSEV ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. LAJOUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.E. MARKS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L.R. REIF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: T.I. SANDVOLD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. SEYDOUX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L.G. STUNTZ ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO ADOPT AND APPROVE OF ISSUER YES FOR FOR
FINANCIALS AND DIVIDENDS.
PROPOSAL #03: PROPOSAL REGARDING A STOCKHOLDER SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION.
PROPOSAL #04: PROPOSAL TO APPROVE OF INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STAPLES, INC.
TICKER: SPLS CUSIP: 855030102
MEETING DATE: 6/9/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BASIL L. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ARTHUR M. BLANK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MARY ELIZABETH ISSUER YES FOR FOR
BURTON
PROPOSAL #1D: ELECTION OF DIRECTOR: JUSTIN KING ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CAROL MEYROWITZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROWLAND T. ISSUER YES FOR FOR
MORIARTY
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT C. NAKASONE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: RONALD L. SARGENT ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ELIZABETH A. SMITH ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT E. SULENTIC ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: VIJAY VISHWANATH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PAUL F. WALSH ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO STAPLES' ISSUER YES FOR FOR
AMENDED AND RESTATED 1998 EMPLOYEE STOCK PURCHASE
PLAN INCREASING THE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE FROM 15,750,000 TO 22,750,000.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO STAPLES' ISSUER YES FOR FOR
AMENDED AND RESTATED INTERNATIONAL EMPLOYEE STOCK
PURCHASE PLAN INCREASING THE NUMBER OF SHARES OF
COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 1,275,000
TO 2,775,000.
PROPOSAL #04: TO RATIFY THE SELECTION BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF ERNST & YOUNG LLP AS STAPLES'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR.
PROPOSAL #05: TO ACT ON A SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
REGARDING THE REINCORPORATION OF STAPLES, INC. IN
NORTH DAKOTA.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SYSCO CORPORATION
TICKER: SYY CUSIP: 871829107
MEETING DATE: 11/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: TO ELECT JUDITH B. CRAVEN AS DIRECTOR ISSUER YES FOR FOR
TO SERVE UNTIL THE ANNUAL MEETING OF STOCKHOLDERS IN
PROPOSAL #1B: TO ELECT PHYLLIS S. SEWELL AS DIRECTOR ISSUER YES FOR FOR
TO SERVE UNTIL THE ANNUAL MEETING OF STOCKHOLDERS IN
2011.
PROPOSAL #1C: TO ELECT RICHARD G. TILGHMAN AS ISSUER YES FOR FOR
DIRECTOR TO SERVE UNTIL THE ANNUAL MEETING OF
STOCKHOLDERS IN 2011.
PROPOSAL #02: TO APPROVE THE MATERIAL TERMS OF, AND ISSUER YES FOR FOR
THE PAYMENT OF COMPENSATION TO CERTAIN EXECUTIVE
OFFICERS PURSUANT TO, THE 2008 CASH PERFORMANCE UNIT
PLAN SO THAT THE DEDUCTIBILITY OF SUCH COMPENSATION
WILL NOT BE LIMITED BY SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS SYSCO'S INDEPENDENT ACCOUNTANTS FOR
FISCAL 2009.
PROPOSAL #04: TO CONSIDER A STOCKHOLDER PROPOSAL, IF SHAREHOLDER YES FOR AGAINST
PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD
OF DIRECTORS TAKE THE NECESSARY STEPS TO REQUIRE THAT
ALL DIRECTORS STAND FOR ELECTION ANNUALLY.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE BOEING COMPANY
TICKER: BA CUSIP: 097023105
MEETING DATE: 4/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN H. BIGGS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN E. BRYSON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ARTHUR D. ISSUER YES FOR FOR
COLLINS, JR.
PROPOSAL #1D: ELECTION OF DIRECTOR: LINDA Z. COOK ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: WILLIAM M. DALEY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: KENNETH M. ISSUER YES FOR FOR
DUBERSTEIN
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN F. MCDONNELL ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: W. JAMES ISSUER YES FOR FOR
MCNERNEY, JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI ISSUER YES FOR FOR
PROPOSAL #02: AMENDMENT TO THE BOEING COMPANY 2003 ISSUER YES FOR FOR
INCENTIVE STOCK PLAN.
PROPOSAL #03: ADVISORY VOTE ON APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR.
PROPOSAL #04: ADOPT CUMULATIVE VOTING. SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: REQUIRE ADVISORY VOTE ON NAMED SHAREHOLDER YES AGAINST FOR
EXECUTIVE OFFICER COMPENSATION.
PROPOSAL #06: ADOPT HEALTH CARE PRINCIPLES. SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #07: PREPARE A REPORT ON FOREIGN MILITARY SHAREHOLDER YES ABSTAIN AGAINST
SALES.
PROPOSAL #08: REQUIRE AN INDEPENDENT LEAD DIRECTOR. SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: REQUIRE SHAREHOLDER APPROVAL OF FUTURE SHAREHOLDER YES AGAINST FOR
SEVERANCE ARRANGEMENTS.
PROPOSAL #10: REQUIRE DISCLOSURE OF POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE COCA-COLA COMPANY
TICKER: KO CUSIP: 191216100
MEETING DATE: 4/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: HERBERT A. ALLEN ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: RONALD W. ALLEN ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: CATHLEEN P. BLACK ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: BARRY DILLER ISSUER YES FOR FOR
PROPOSAL #05: ELECTION OF DIRECTOR: ALEXIS M. HERMAN ISSUER YES FOR FOR
PROPOSAL #06: ELECTION OF DIRECTOR: MUHTAR KENT ISSUER YES FOR FOR
PROPOSAL #07: ELECTION OF DIRECTOR: DONALD R. KEOUGH ISSUER YES FOR FOR
PROPOSAL #08: ELECTION OF DIRECTOR: MARIA ELENA ISSUER YES FOR FOR
LAGOMASINO
PROPOSAL #09: ELECTION OF DIRECTOR: DONALD F. MCHENRY ISSUER YES FOR FOR
PROPOSAL #10: ELECTION OF DIRECTOR: SAM NUNN ISSUER YES FOR FOR
PROPOSAL #11: ELECTION OF DIRECTOR: JAMES D. ROBINSON ISSUER YES FOR FOR
III
PROPOSAL #12: ELECTION OF DIRECTOR: PETER V. UEBERROTH ISSUER YES FOR FOR
PROPOSAL #13: ELECTION OF DIRECTOR: JACOB WALLENBERG ISSUER YES FOR FOR
PROPOSAL #14: ELECTION OF DIRECTOR: JAMES B. WILLIAMS ISSUER YES FOR FOR
PROPOSAL #15: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
PROPOSAL #16: SHAREOWNER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION
PROPOSAL #17: SHAREOWNER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
INDEPENDENT BOARD CHAIR
PROPOSAL #18: SHAREOWNER PROPOSAL REGARDING A BOARD SHAREHOLDER YES ABSTAIN AGAINST
COMMITTEE ON HUMAN RIGHTS
PROPOSAL #19: SHAREOWNER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
RESTRICTED STOCK
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE PROCTER & GAMBLE COMPANY
TICKER: PG CUSIP: 742718109
MEETING DATE: 10/14/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: KENNETH I. CHENAULT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SCOTT D. COOK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAJAT K. GUPTA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.G. LAFLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES R. LEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LYNN M. MARTIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHNATHAN A. RODGERS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RALPH SNYDERMAN, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARGARET C. WHITMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICIA A. WOERTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ERNESTO ZEDILLO ISSUER YES FOR FOR
PROPOSAL #02: RATIFY APPOINTMENT OF THE INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: AMEND COMPANY'S AMENDED ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO ADOPT MAJORITY VOTING
PROPOSAL #04: SHAREHOLDER PROPOSAL #1 - ROTATE SITE SHAREHOLDER YES AGAINST FOR
OF ANNUAL MEETING
PROPOSAL #05: SHAREHOLDER PROPOSAL #2 - ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE WALT DISNEY COMPANY
TICKER: DIS CUSIP: 254687106
MEETING DATE: 3/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SUSAN E. ARNOLD ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN E. BRYSON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN S. CHEN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JUDITH L. ESTRIN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT A. IGER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: STEVEN P. JOBS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: FRED H. LANGHAMMER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: AYLWIN B. LEWIS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: MONICA C. LOZANO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT W. ISSUER YES FOR FOR
MATSCHULLAT
PROPOSAL #1K: ELECTION OF DIRECTOR: JOHN E. PEPPER, ISSUER YES FOR FOR
JR.
PROPOSAL #1L: ELECTION OF DIRECTOR: ORIN C. SMITH ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSE-COOPERS LLP AS THE COMPANY'S
REGISTERED PUBLIC ACCOUNTANTS FOR 2009.
PROPOSAL #03: TO APPROVE THE AMENDMENT TO THE AMENDED ISSUER YES FOR FOR
AND RESTATED 2005 STOCK INCENTIVE PLAN.
PROPOSAL #04: TO APPROVE THE TERMS OF THE AMENDED AND ISSUER YES FOR FOR
RESTATED 2002 EXECUTIVE PERFORMANCE PLAN.
PROPOSAL #05: TO APPROVE THE SHAREHOLDER PROPOSAL SHAREHOLDER YES ABSTAIN AGAINST
RELATING TO POLITICAL CONTRIBUTIONS REPORTING.
PROPOSAL #06: TO APPROVE THE SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
RELATING TO DEATH BENEFIT PAYMENTS.
PROPOSAL #07: TO APPROVE THE SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
RELATING TO SHAREHOLDER ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOTAL S.A.
TICKER: TOT CUSIP: 89151E109
MEETING DATE: 5/15/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: APPROVAL OF PARENT COMPANY FINANCIAL ISSUER YES FOR FOR
STATEMENTS
PROPOSAL #O2: APPROVAL OF CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS
PROPOSAL #O3: ALLOCATION OF EARNINGS, DECLARATION OF ISSUER YES FOR FOR
DIVIDEND
PROPOSAL #O4: AGREEMENTS COVERED BY ARTICLE L. 225-38 ISSUER YES FOR FOR
OF THE FRENCH COMMERCIAL CODE
PROPOSAL #O5: COMMITMENTS UNDER ARTICLE L. 225-42-1 ISSUER YES FOR FOR
OF THE FRENCH COMMERCIAL CODE CONCERNING MR. THIERRY
DESMAREST
PROPOSAL #O6: COMMITMENTS UNDER ARTICLE L. 225-42-1 ISSUER YES AGAINST AGAINST
OF THE FRENCH COMMERCIAL CODE CONCERNING MR.
CHRISTOPHE DE MARGERIE
PROPOSAL #O7: AUTHORIZATION FOR THE BOARD OF ISSUER YES FOR FOR
DIRECTORS TO TRADE SHARES OF THE COMPANY
PROPOSAL #O8: RENEWAL OF THE APPOINTMENT OF MRS. ANNE ISSUER YES AGAINST AGAINST
LAUVERGEON AS A DIRECTOR
PROPOSAL #O9: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES AGAINST AGAINST
DANIEL BOUTON AS A DIRECTOR
PROPOSAL #O10: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES FOR FOR
BERTRAND COLLOMB AS A DIRECTOR
PROPOSAL #O11: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES FOR FOR
CHRISTOPHE DE MARGERIE AS A DIRECTOR
PROPOSAL #O12: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES AGAINST AGAINST
MICHEL PEBEREAU AS A DIRECTOR
PROPOSAL #O13: APPOINTMENT OF MR. PATRICK ARTUS AS A ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #E14: AMENDMENT TO ARTICLE 12 OF THE ISSUER YES FOR FOR
COMPANY'S ARTICLES OF ASSOCIATION REGARDING THE LIMIT
ON THE AGE OF THE CHAIRMAN OF THE BOARD
PROPOSAL #A: AMENDMENT TO THE COMPANY'S ARTICLES OF ISSUER YES AGAINST FOR
ASSOCIATION WITH THE INTENT OF DISCLOSING INDIVIDUAL
ALLOCATIONS OF STOCK OPTIONS AND RESTRICTED SHARES AS
PROVIDED BY LAW
PROPOSAL #B: FOR THE PURPOSE OF AMENDING TO THE ISSUER YES AGAINST FOR
ARTICLES OF ASSOCIATION REGARDING A NEW PROCEDURE FOR
SELECTING A SHAREHOLDER-EMPLOYEE AS BOARD MEMBER
WITH A VIEW TO IMPROVING HIS OR HER REPRESENTATION
AND INDEPENDENCE
PROPOSAL #C: AUTHORIZATION TO GRANT RESTRICTED SHARES ISSUER YES AGAINST FOR
OF THE COMPANY TO ALL EMPLOYEES OF THE GROUP
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITED PARCEL SERVICE, INC.
TICKER: UPS CUSIP: 911312106
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL J. BURNS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D. SCOTT DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STUART E. EIZENSTAT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL L. ESKEW ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM R. JOHNSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANN M. LIVERMORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN W. THOMPSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CAROL B. TOME ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS UPS'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31,
2009.
PROPOSAL #03: APPROVAL OF THE UNITED PARCEL SERVICE, ISSUER YES FOR FOR
INC. 2009 OMNIBUS INCENTIVE COMPENSATION PLAN.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITED TECHNOLOGIES CORPORATION
TICKER: UTX CUSIP: 913017109
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: LOUIS R. CHENEVERT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE DAVID ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN V. FARACI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEAN-PIERRE GARNIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMIE S. GORELICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD A. KANGAS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES R. LEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD D. MCCORMICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HAROLD MCGRAW III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD B. MYERS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. PATRICK SWYGERT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANDRE VILLENEUVE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHRISTINE TODD WHITMAN ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
PROPOSAL #03: SHAREOWNER PROPOSAL: OFFSETS FOR SHAREHOLDER YES ABSTAIN AGAINST
FOREIGN MILITARY SALES
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WALGREEN CO.
TICKER: WAG CUSIP: 931422109
MEETING DATE: 1/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM C. FOOTE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK P. FRISSORA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN G. MCNALLY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CORDELL REED ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NANCY M. SCHLICHTING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID Y. SCHWARTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALEJANDRO SILVA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES A. SKINNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARILOU M. VON FERSTEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES R. WALGREEN III ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO AMEND THE WALGREEN CO. 1982 ISSUER YES FOR FOR
EMPLOYEES STOCK PURCHASE PLAN TO INCREASE THE NUMBER
OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE
PROPOSAL #04: SHAREHOLDER PROPOSAL THAT THE CHAIRMAN SHAREHOLDER YES AGAINST FOR
OF THE BOARD BE AN INDEPENDENT DIRECTOR WHO HAS NOT
PREVIOUSLY SERVED AS AN EXECUTIVE OFFICER OF WALGREEN
CO.
PROPOSAL #05: SHAREHOLDER PROPOSAL THAT WALGREEN CO. SHAREHOLDER YES AGAINST FOR
SHAREHOLDERS VOTE TO RATIFY THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WAL-MART STORES, INC.
TICKER: WMT CUSIP: 931142103
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: AIDA M. ALVAREZ ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES W. BREYER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. MICHELE BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROGER C. CORBETT ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: DOUGLAS N. DAFT ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MICHAEL T. DUKE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GREGORY B. PENNER ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ALLEN I. QUESTROM ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: H. LEE SCOTT, JR. ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ARNE M. SORENSON ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JIM C. WALTON ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: S. ROBSON WALTON ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: CHRISTOPHER J. ISSUER YES FOR FOR
WILLIAMS
PROPOSAL #1O: ELECTION OF DIRECTOR: LINDA S. WOLF ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT ACCOUNTANTS
PROPOSAL #03: GENDER IDENTITY NON-DISCRIMINATION SHAREHOLDER YES ABSTAIN AGAINST
POLICY
PROPOSAL #04: PAY FOR SUPERIOR PERFORMANCE SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: POLITICAL CONTRIBUTIONS SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #07: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: INCENTIVE COMPENSATION TO BE STOCK SHAREHOLDER YES AGAINST FOR
OPTIONS
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.
VANGUARD SPECIALIZED FUNDS
By: /s/F. William McNabb III
(Heidi Stam)
F. William McNabb III*
President, Chief Executive Officer and Trustee
Date: August 27, 2009
* By Power of Attorney. Filed on July 24, 2009, see File Number 2-88373.
Incorporated by Reference.
