UNITED STATED
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-04466
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Monetta Fund, Inc.
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(Exact name of registrant as specified in charter)
1776-A S. Naperville Road, Suite 100, Wheaton, IL 60189
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(Address of principal executive offices) (Zip code)
Monetta Financial Services, Inc.
1776-A S. Naperville Road, Suite 100 Wheaton, IL 60189
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(Name and address of agent for service)
Registrant's telephone number, including area code: (630) 462-9800
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Date of fiscal year end: December 31
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Date of reporting period: July 1, 2011 - June 30, 2012
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Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss. ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss.3507.
SEC 2451 (4-03) Persons who are to respond to the collection of information contained in this form are not required to respond unless
the form displays a currently valid OMB control number.
Item 1. Proxy Voting Record:
Appended hereto as Exhibit A is the following information for each matter relating to a portfolio security owned by the Registrant considered at any shareholder meeting held during the twelve month period ended June 30, 2012 with respect to which the registrant was entitled to vote:
(a) The name of the issuer of the portfolio security;
(b) The exchange ticker symbol of the portfolio security;
(c) The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;
(d) The shareholder meeting date;
(e) A brief identification of the matter voted on;
(f) Whether the matter was proposed by the issuer or by a security holder;
(g) Whether the registrant cast its vote on the matter;
(h) How the registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and
(i) Whether the registrant cast its vote for or against management.
Exhibit A
ICA File Number: 811-04466
Reporting Period: 07/01/2011 – 06/30/2012
Monetta Fund, Inc.
Monetta Fund, Inc.
July 1, 2011 – June 30, 2012
Series #S000006599
Class #C000018018
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PRECISION CASTPARTSCORP | PCP | 740189105 | ANNUAL | 8/16/2011 | 1- DIRECTOR 1) DON R. GRABER 2) LESTER L. LYLES 3) TIMOTHY A. WICKS | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | MGMT | FOR | FOR |
| | | | | 3-ADVISORY VOTE REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS | MGMT | FOR | FOR |
| | | | | 4-ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES REGARDING COMPENSATION OF NAMED EXECUTIVE OFFICERS | MGMT | 1 YEAR | 1 YEAR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MEDTRONIC, INC. | MDT | 585055106 | ANNUAL | 8/25/2011 | 1-DIRECTOR 1) RICHARD H. ANDERSON 2) DAVID L. CALHOUN 3) VICTOR J. DZAU, M.D. 4) OMAR ISHRAK 5) SHIRLEY ANN JACKSON PHD 6) JAMES T. LENEHAN 7) DENISE M. O'LEARY 8) KENDALL J. POWELL 9) ROBERT C. POZEN 10) JEAN-PIERRE ROSSO 11) JACK W. SCHULER | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | 3-A NON-BINDING ADVISORY VOTE ON EXECUTIVE COMPENSATION (A "SAY-ON-PAY" VOTE). | MGMT | FOR | FOR |
| | | | | 4-A NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF SAY-ON-PAY VOTES. | MGMT | 1 YEAR | 1 YEAR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
NETAPP, INC. | NTAP | 64110D104 | ANNUAL | 8/31/2011 | 1-DIRECTOR 1) DANIEL J. WARMENHOVEN 2) NICHOLAS G. MOORE 3) THOMAS GEORGENS 4) JEFFRY R. ALLEN 5) ALAN L. EARHART 6) GERALD HELD 7) T. MICHAEL NEVENS 8) GEORGE T. SHAHEEN 9) ROBERT T. WALL 10) RICHARD P. WALLACE | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-APPROVE AN AMENDMENT TO 1999 STOCK OPTION PLAN ("1999 PLAN") TO INCREASE THE SHARE RESERVE BY AN ADDITIONAL 7,700,000 SHARES OF COMMON STOCK & TO APPROVE 1999 PLAN FOR SECTION 162(M) PURPOSES TO ENABLE CERTAIN AWARDS GRANTED UNDER 1999 PLAN TO CONTINUE TO QUALIFY AS DEDUCTIBLE "PERFORMANCE-BASED COMPENSATION" WITHIN THE MEANING OF SECTION 162(M) OF THE INTERNAL REVENUE CODE | MGMT | FOR | FOR |
| | | | | 3-TO APPROVE AN AMENDMENT TO THE COMPANY'S EMPLOYEE STOCK PURCHASE PLAN ("PURCHASE PLAN") TO INCREASE THE SHARE RESERVE BY AN ADDITIONAL 3,500,000 SHARES OF COMMON STOCK | MGMT | FOR | FOR |
| | | | | 4-TO APPROVE AN ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION | MGMT | FOR | FOR |
| | | | | 5-TO APPROVE AN ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION | MGMT | 1 YEAR | 1 YEAR |
| | | | | 6-TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING APRIL 27, 2012 | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
THE MOSAIC COMPANY | MOS | 61945C103 | ANNUAL | 10/06/2011 | 1-DIRECTOR 1) NANCY E. COOPER 2) JAMES L. POPOWICH 3) JAMES T. PROKOPANKO 4) STEVEN M. SEIBERT | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-CONVERSION OF EACH ISSUED AND OUTSTANDING SHARE OF EACH SERIES OF OUR CLASS B COMMON STOCK ON A ONE-FOR-ONE BASIS INTO SHARES OF THE CORRESPONDING SERIES OF OUR CLASS A COMMON STOCK. | MGMT | FOR | FOR |
| | | | | 3-RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO AUDIT OUR FINANCIAL STATEMENTS AS OF AND FOR THE YEAR ENDING MAY 31, 2012 AND THE EFFECTIVENESS OF INTERNAL CONTROL OVER FINANCIAL REPORTING AS OF MAY 31, 2012. | MGMT | FOR | FOR |
| | | | | 4-A NON-BINDING ADVISORY VOTE ON EXECUTIVE COMPENSATION ("SAY-ON-PAY"). | MGMT | FOR | FOR |
| | | | | 5-A NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF SAY-ON-PAY VOTES. | MGMT | 1 YEAR | 1 YEAR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
SYMANTEC CORPORATION | SYMC | 871503108 | ANNUAL | 10/25/ 2011 | 1A ELECTION OF DIRECTOR: STEPHEN M. BENNETT | MGMT | FOR | FOR |
| | | | | 1B ELECTION OF DIRECTOR: MICHAEL A. BROWN | MGMT | FOR | FOR |
| | | | | 1C ELECTION OF DIRECTOR: FRANK E. DANGEARD | MGMT | FOR | FOR |
| | | | | 1D ELECTION OF DIRECTOR: GERALDINE B. LAYBOURNE | MGMT | FOR | FOR |
| | | | | 1E ELECTION OF DIRECTOR: DAVID L. MAHONEY | MGMT | FOR | FOR |
| | | | | 1F ELECTION OF DIRECTOR: ROBERT S. MILLER | MGMT | FOR | FOR |
| | | | | 1G ELECTION OF DIRECTOR: ENRIQUE SALEM | MGMT | FOR | FOR |
| | | | | 1H ELECTION OF DIRECTOR: DANIEL H. SCHULMAN | MGMT | FOR | FOR |
| | | | | 1I ELECTION OF DIRECTOR: V. PAUL UNRUH | MGMT | FOR | FOR |
| | | | | 02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2012 FISCAL YEAR. | MGMT | FOR | FOR |
| | | | | 03 AMENDMENT TO 2000 DIRECTOR EQUITY INCENTIVE PLAN, AS AMENDED, TO INCREASE NUMBER OF AUTHORIZED SHARES ISSUABLE BY 50,000 SHARES. | MGMT | FOR | FOR |
| | | | | 04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 05 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 06 STOCKHOLDER PROPOSAL REGARDING SPECIAL STOCKHOLDER MEETINGS, IF PROPERLY PRESENTED AT THE MEETING. | MGMT | FOR | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
ORACLE CORPOATION | ORCL | 68389X105 | ANNUAL | 10/12/2011 | 1-DIRECTOR 1) JEFFREY S. BERG 2) H. RAYMOND BINGHAM 3) MICHAEL J. BOSKIN 4) SAFRA A. CATZ 5) BRUCE R. CHIZEN 6) GEORGE H. CONRADES 7) LAWRENCE J. ELLISON 8) HECTOR GARCIA-MOLINA 9) JEFFREY O. HENLEY 10) MARK V. HURD 11) DONALD L. LUCAS 12) NAOMI O. SELIGMAN | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3-ADVISORY VOTE ON THE FREQUENCY OF FUTURE VOTES RELATING TO EXECUTIVE COMPENSATION. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 4-PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG AS THE INDEPENDENT PUBLIC ACCOUNTING FIRM FOR FISCAL 2012. | MGMT | FOR | FOR |
| | | | | 5-ACT ON A STOCKHOLDER PROPOSAL REGARDING EQUITY RETENTION. | SHRHLDR | AGAINST | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PERRIGO COMPANY | PRGO | 714290103 | ANNUAL | 10/26/2011 | 1-DIRECTOR 1) GARY K. KUNKLE, JR. 2) HERMAN MORRIS, JR. 3) BEN-ZION ZILBERFARB | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-AN ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 3-AN ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 4-RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2012. | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MELCO CROWN ENTERTAINMENT LTD. | MPEL | 585464100 | SPECIAL | 10/6/2011 | 1. APPROVAL OF AN INCREASE IN THE AUTHORIZED SHARE CAPITAL OF THE COMPANY FROM US$25,000,000 DIVIDED INTO 2,500,000,000 ORDINARY SHARES (THE "SHARES") OF A NOMINAL OR PAR VALUE OF US$0.01 EACH TO US$73,000,000 DIVIDED INTO 7,300,000,000 ORDINARY SHARES OF A NOMINAL OR PAR VALUE OF US$0.01 EACH, BY THE CREATION OF AN ADDITIONAL 4,800,000,000 ORDINARY SHARES. | MGMT | FOR | NONE |
| | | | | 2. ADOPTION OF THE NEW AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY, A COPY OF WHICH IS SET OUT IN SCHEDULE 1, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | MGMT | FOR | NONE |
| | | | | 3. ADOPTION OF THE NEW SHARE INCENTIVE PLAN OF THE COMPANY, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | MGMT | FOR | NONE |
| | | | | 4. APPROVAL OF THE ALLOTMENT AND ISSUANCE OF NEW SHARES OF UP TO 226,450,000 PURSUANT TO THE GLOBAL OFFERING (WHICH CONSISTS OF OFFERING OF NEW SHARES TO THE PUBLIC IN AND OUTSIDE HONG KONG) (THE "GLOBAL OFFERING")(TAKING INTO ACCOUNT OF THE NEW SHARES TO BE ISSUED PURSUANT TO OVER-ALLOTMENT OPTION IF FULLY EXERCISED) AND PURSUANT TO THE CONVERSION OF THE SHAREHOLDERS' LOANS. | MGMT | FOR | NONE |
| | | | | 5. GRANTING OF GENERAL MANDATE TO THE DIRECTORS TO ALLOT, ISSUE & DEAL WITH SHARES WITH A TOTAL NOMINAL VALUE NOT EXCEEDING 20% OF AGGREGATE NOMINAL AMOUNT OF COMPANY'S SHARE CAPITAL IN ISSUE. | MGMT | FOR | NONE |
| | | | | 6. GRANT GENERAL MANDATE TO DIRECTORS TO EXERCISE ALL POWERS TO REPURCHASE, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | MGMT | FOR | NONE |
| | | | | 7. APPROVAL OF THE GRANTING OF THE AUTHORITY TO THE DIRECTORS UNDER RESOLUTION 5 ABOVE BE AND IS HEREBY EXTENDED, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | MGMT | FOR | NONE |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PARKER-HANNIFIN CORP. | PH | 701094104 | ANNUAL | 10/26/2011 | 1-DIRECTOR 1) ROBERT G. BOHN 2) LINDA S. HARTY 3) WILLIAM E. KASSLING 4) ROBERT J. KOHLHEPP 5) KLAUS-PETER MULLER 6) CANDY M. OBOURN 7) JOSEPH M. SCAMINACE 8) WOLFGANG R. SCHMITT 9) AKE SVENSSON 10) JAMES L. WAINSCOTT 11) DONALD E. WASHKEWICZ | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30, 2012. | MGMT | FOR | FOR |
| | | | | 3-APPROVAL OF, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4-DETERMINATION OF, ON A NON-BINDING, ADVISORY BASIS, WHETHER AN ADVISORY SHAREHOLDER VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS WILL OCCUR EVERY. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 5-SHAREHOLDER PROPOSAL TO AMEND THE CODE OF REGULATIONS TO SEPARATE THE ROLES OF CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER. | SHRHLDR | AGAINST | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
ECOLAB INC. | ECL | 278865100 | SPECIAL | 11/30/11 | 1-APPROVE THE ISSUANCE OF SHARES OF ECOLAB COMMON STOCK TO THE STOCKHOLDERS OF NALCO HOLDING COMPANY PURSUANT TO THE MERGER CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 19, 2011. | SHRHLDR | FOR | FOR |
| | | | | 2-ADOPT AN AMENDMENT TO ECOLAB'S RESTATED CERTIFICATE OF INCORPORATION FOLLOWING COMPLETION OF THE MERGER TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF ECOLAB COMMON STOCK TO 800,000,000 SHARES. | SHRHLDR | FOR | FOR |
| | | | | 3-ADJOURN THE ECOLAB SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE SHARE ISSUANCE PROPOSAL. | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PALL CORPORATION | PLL | 696429307 | ANNUAL | 12/14/2011 | 1A ELECTION OF DIRECTOR: AMY E. ALVING | MGMT | FOR | FOR |
| | | | | 1B ELECTION OF DIRECTOR: DANIEL J. CARROLL, JR. | MGMT | FOR | FOR |
| | | | | 1C ELECTION OF DIRECTOR: ROBERT B. COUTTS | MGMT | FOR | FOR |
| | | | | 1D ELECTION OF DIRECTOR: CHERYL W. GRISE | MGMT | FOR | FOR |
| | | | | 1E ELECTION OF DIRECTOR: RONALD L. HOFFMAN | MGMT | FOR | FOR |
| | | | | 1F ELECTION OF DIRECTOR: LAWRENCE D. KINGSLEY | MGMT | FOR | FOR |
| | | | | 1G ELECTION OF DIRECTOR: DENNIS N. LONGSTREET | MGMT | FOR | FOR |
| | | | | 1H ELECTION OF DIRECTOR: B. CRAIG OWENS | MGMT | FOR | FOR |
| | | | | 1I ELECTION OF DIRECTOR: KATHARINE L. PLOURDE | MGMT | FOR | FOR |
| | | | | 1J ELECTION OF DIRECTOR: EDWARD L. SNYDER | MGMT | FOR | FOR |
| | | | | 1K ELECTION OF DIRECTOR: EDWARD TRAVAGLIANTI | MGMT | FOR | FOR |
| | | | | 02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2012 | MGMT | FOR | FOR |
| | | | | 03 PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 04 PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 05 PROPOSAL TO APPROVE THE PALL CORPORATION 2012 EXECUTIVE INCENTIVE BONUS PLAN. | MGMT | FOR | FOR |
| | | | | 06 PROPOSAL TO APPROVE THE PALL CORPORATION 2012 STOCK COMPENSATION PLAN. | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
APPLE INC. | AAPL | 037833100 | ANNUAL | 02/23/2012 | 1- DIRECTOR 1) WILLIAM V. CAMPBELL 2) TIMOTHY D. COOK 3) MILLARD S. DREXLER 4) AL GORE 5) ROBERT A. IGER 6) ANDREA JUNG 7) ARTHUR D. LEVINSON 8) RONALD D. SUGAR | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2- RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | 3- ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4- A SHAREHOLDER PROPOSAL ENTITLED "CONFLICT OF INTEREST REPORT" | SHRHLDR | AGAINST | AGAINST |
| | | | | 5- A SHAREHOLDER PROPOSAL ENTITLED "SHAREHOLDER SAY ON DIRECTOR PAY" | SHRHLDR | AGAINST | AGAINST |
| | | | | 6- A SHAREHOLDER PROPOSAL ENTITLED "REPORT ON POLITICAL CONTRIBUTIONS AND EXPENDITURES" | SHRHLDR | AGAINST | AGAINST |
| | | | | 7- A SHAREHOLDER PROPOSAL ENTITLED "ADOPT A MAJORITY VOTING STANDARD FOR DIRECTOR ELECTIONS" | SHRHLDR | AGAINST | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
DEERE & CO. | DE | 244199105 | ANNUAL | 2/29/2012 | 1A ELECTION OF DIRECTOR: CRANDALL C. BOWLES | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: VANCE D. COFFMAN | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: DIPAK C. JAIN | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: CLAYTON M. JONES | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: JOACHIM MILBERG | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: RICHARD B. MYERS | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: THOMAS H. PATRICK | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: SHERRY M. SMITH | MGMT | FOR | FOR |
| | | | | 2. NON-BINDING VOTE ON EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF THE NONEMPLOYEE DIRECTOR STOCK OWNERSHIP PLAN | MGMT | FOR | FOR |
| | | | | 4. RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS DEERE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2012 | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
F5 NETWORKS, INC. | FFIV | 315616102 | ANNUAL | 03/15/2012 | 1. ELECTION OF CLASS I DIRECTOR: JONATHAN CHADWICK | MGMT | FOR | FOR |
| | | | | 2. RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2012. | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE ON COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4. ADVISORY VOTE ON SHAREHOLDER PROPOSAL REGARDING DECLASSIFICATION OF OUR BOARD OF DIRECTORS, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
QUALCOMM INC. | QCOM | 747525103 | ANNUAL | 3/6/2012 | 1-DIRECTOR 1) BARBARA T. ALEXANDER 2) STEPHEN M. BENNETT 3) DONALD G. CRUICKSHANK 4) RAYMOND V. DITTAMORE 5) THOMAS W. HORTON 6) PAUL E. JACOBS 7) ROBERT E. KAHN 8) SHERRY LANSING 9) DUANE A. NELLES 10) FRANCISCO ROS 11) BRENT SCOWCROFT 12) MARC I. STERN | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR OUR FISCAL YEAR ENDING SEPTEMBER 30, 2012. | MGMT | FOR | FOR |
| | | | | 3-TO HOLD AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4-TO APPROVE AN AMENDMENT TO THE COMPANY'S RESTATED CERTIFICATE OF INCORPORATION TO ELIMINATE THE PLURALITY VOTING PROVISION. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
STARBUCKS CORP. | SBUX | 855244109 | ANNUAL | 03/21/2012 | 1A. ELECTION OF DIRECTOR: HOWARD SCHULTZ | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: WILLIAM W. BRADLEY | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: MELLODY HOBSON | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: KEVIN R. JOHNSON | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: OLDEN LEE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: JOSHUA COOPER RAMO | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: JAMES G. SHENNAN, JR. | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: CLARA SHIH | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: JAVIER G. TERUEL | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: MYRON E. ULLMAN, III | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: CRAIG E. WEATHERUP | MGMT | FOR | FOR |
| | | | | 2. APPROVAL OF THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE EXECUTIVE MANAGEMENT BONUS PLAN. | MGMT | FOR | FOR |
| | | | | 4. SELECTION OF DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR ENDING SEPTEMBER 30, 2012 | MGMT | FOR | FOR |
| | | | | 5. SHAREHOLDER PROPOSAL REGARDING BOARD COMMITTEE ON SUSTAINABILITY | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
JOY GLOBAL INC. | JOY | 481165108 | ANNUAL | 03/06/2012 | 1-DIRECTOR 1) STEVEN L. GERARD 2) JOHN T. GREMP 3) JOHN NILS HANSON 4) GALE E. KLAPPA 5) RICHARD B. LOYND 6) P. ERIC SIEGERT 7) MICHAEL W. SUTHERLIN 8) JAMES H. TATE | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2012. | MGMT | FOR | FOR |
| | | | | 3-ADVISORY VOTE ON THE COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4-APPROVAL OF THE AMENDMENT AND RESTATEMENT OF THE CORPORATION'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION. | MGMT | FOR | FOR |
| | | | | 5-REAPPROVAL OF THE PERFORMANCE GOALS UNDER THE JOY GLOBAL INC. 2007 STOCK INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
SCHLUMBERGER LIMITED | SLB | 806857108 | ANNUAL | 4/11/2012 | 1A. ELECTION OF DIRECTOR: PETER L.S. CURRIE | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: TONY ISAAC | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: K. VAMAN KAMATH | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: PAAL KIBSGAARD | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: NIKOLAY KUDRYAVTSEV | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: ADRIAN LAJOUS | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: MICHAEL E. MARKS | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: ELIZABETH A. MOLER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: LUBNA S. OLAYAN | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: L. RAFAEL REIF | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: TORE I. SANDVOLD | MGMT | FOR | FOR |
| | | | | 1L. ELECTION OF DIRECTOR: HENRI SEYDOUX | MGMT | FOR | FOR |
| | | | | 2. TO APPROVE AN ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE THE COMPANY'S 2011 FINANCIAL STATEMENTS AND DECLARATIONS OF DIVIDENDS. | MGMT | FOR | FOR |
| | | | | 4. TO APPROVE THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | 5. TO APPROVE AMENDMENTS TO THE COMPANY'S 2004 STOCK AND DEFERRAL PLAN FOR NON-EMPLOYEE DIRECTORS TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE AND MAKE CERTAIN TECHNICAL CHANGES. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
FASTENAL COMPANY | FAST | 311900104 | ANNUAL | 04/17/2012 | 1-DIRECTOR 1) ROBERT A. KIERLIN 2) STEPHEN M. SLAGGIE 3) MICHAEL M. GOSTOMSKI 4) WILLARD D. OBERTON 5) MICHAEL J. DOLAN 6) REYNE K. WISECUP 7) HUGH L. MILLER 8) MICHAEL J. ANCIUS 9) SCOTT A. SATTERLEE | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2012 FISCAL YEAR. | MGMT | FOR | FOR |
| | | | | 3. APPROVAL, BY NON-BINDING VOTE, OF FASTENAL COMPANY'S EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. APPROVAL OF AN AMENDED AND RESTATED FASTENAL COMPANY INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 5. APPROVAL OF AN AMENDMENT TO THE RESTATED ARTICLES OF INCORPORATION OF FASTENAL COMPANY TO REQUIRE A MAJORITY VOTE FOR THE ELECTION OF DIRECTORS. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
THE BOEING CO. | BA | 097023105 | ANNUAL | 4/30/2012 | 1A. ELECTION OF DIRECTOR: DAVID L. CALHOUN | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: LINDA Z. COOK | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: EDMUND P. GIAMBASTIANI, JR. | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: LAWRENCE W. KELLNER | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: EDWARD M. LIDDY | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: SUSAN C. SCHWAB | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: RONALD A. WILLIAMS | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI | MGMT | FOR | FOR |
| | | | | 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2012. | MGMT | FOR | FOR |
| | | | | 4. REPORT ON POLITICAL AND TRADE ASSOCIATION CONTRIBUTIONS. | MGMT | AGAINST | AGAINST |
| | | | | 5. ACTION BY WRITTEN CONSENT. | MGMT | AGAINST | AGAINST |
| | | | | 6. RETENTION OF SIGNIFICANT STOCK BY FORMER EXECUTIVES. | MGMT | AGAINST | AGAINST |
| | | | | 7. EXTRAORDINARY RETIREMENT BENEFITS. | MGMT | AGAINST | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PRAXAIR, INC. | PX | 74005P104 | ANNUAL | 04/24/2012 | 1-DIRECTOR 1) STEPHEN F. ANGEL 2) OSCAR BERNARDES 3) BRET K. CLAYTON 4) NANCE K. DICCIANI 5) EDWARD G. GALANTE 6) CLAIRE W. GARGALLI 7) IRA D. HALL 8) RAYMOND W. LEBOEUF 9) LARRY D. MCVAY 10) WAYNE T. SMITH 11) ROBERT L. WOOD | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO APPROVE AMENDMENTS TO PRAXAIR'S RESTATED CERTIFICATE OF INCORPORATION TO PERMIT SHAREHOLDERS TO CALL SPECIAL MEETINGS OF SHAREHOLDERS. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, ON AN ADVISORY AND NON-BINDING BASIS, THE COMPENSATION OF PRAXAIR'S NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE 2012 PROXY STATEMENT. | MGMT | FOR | FOR |
| | | | | 4. A SHAREHOLDER PROPOSAL REGARDING ELECTIONEERING POLICIES AND CONTRIBUTIONS. | SHRHLDR | AGAINST | AGAINST |
| | | | | 5. TO RATIFY THE APPOINTMENT OF THE INDEPENDENT AUDITOR. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
EXPEDITORS INT’L OF WASHINGTON | EXPD | 302130109 | ANNUAL | 05/02/2012 | 1A. ELECTION OF DIRECTOR: MARK A. EMMERT | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: R. JORDAN GATES | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: DAN P. KOURKOUMELIS | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: MICHAEL J. MALONE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: JOHN W. MEISENBACH | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: PETER J. ROSE | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: JAMES L. K. WANG | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: ROBERT R. WRIGHT | MGMT | FOR | FOR |
| | | | | 2. TO APPROVE, ON A NON-BINDING BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE AND RATIFY THE ADOPTION OF THE 2012 STOCK OPTION PLAN. | MGMT | FOR | FOR |
| | | | | 4. TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 5. TO CONSIDER A SHAREHOLDER PROPOSAL TO ADOPT AN INDEPENDENT BOARD CHAIRMAN POLICY. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
FLUOR CORPORATION | FLR | 343412102 | ANNUAL | 05/03/2012 | 1A. ELECTION OF DIRECTOR: PETER K. BARKER | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ALAN M. BENNETT | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: DEAN R. O'HARE | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: DAVID T. SEATON | MGMT | FOR | FOR |
| | | | | 2. AN ADVISORY VOTE TO APPROVE THE COMPANY'S EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. THE AMENDMENT OF OUR AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO GRANT HOLDERS OF AT LEAST 25% OF THE COMPANY'S OUTSTANDING SHARES OF COMMON STOCK THE RIGHT TO CALL A SPECIAL MEETING OF STOCKHOLDERS. | SHRHLDR | FOR | FOR |
| | | | | 4. THE RATIFICATION OF THE APPOINTMENT BY OUR AUDIT COMMITTEE OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PEPSICO, INC. | PEP | 713448108 | ANNUAL | 05/02/2012 | 1A. ELECTION OF DIRECTOR: S.L. BROWN | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: I.M. COOK | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: D. DUBLON | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: V.J. DZAU | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: R.L. HUNT | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: A. IBARGÜEN | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: I.K. NOOYI | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: S.P. ROCKEFELLER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: J.J. SCHIRO | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: L.G. TROTTER | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: D. VASELLA | MGMT | FOR | FOR |
| | | | | 1L. ELECTION OF DIRECTOR: A. WEISSER | MGMT | FOR | FOR |
| | | | | 2. RATIFY THE APPOINTMENT KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2012. | MGMT | FOR | FOR |
| | | | | 3. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. RE-APPROVAL OF THE PERFORMANCE MEASURES UNDER OUR 2007 LONG-TERM INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 5. SHAREHOLDER PROPOSAL - LOBBYING PRACTICES REPORT. | SHRHLDR | AGAINST | AGAINST |
| | | | | 6. SHAREHOLDER PROPOSAL - FORMATION OF RISK OVERSIGHT COMMITTEE. | SHRHLDR | AGAINST | AGAINST |
| | | | | 7. SHAREHOLDER PROPOSAL - CHAIRMAN OF THE BOARD SHALL BE AN INDEPENDENT DIRECTOR. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
NUCOR CORP. | NUE | 670346105 | ANNUAL | 05/10/2012 | 1-DIRECTOR 1) CLAYTON C. DALEY, JR. 2) JOHN J. FERRIOLA 3) HARVEY B. GANTT 4) BERNARD L. KASRIEL | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS NUCOR'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012 | MGMT | FOR | FOR |
| | | | | 3. STOCKHOLDER PROPOSAL REGARDING MAJORITY VOTE | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
WALTER ENERGY | WLT | 93317Q105 | ANNUAL | 04/19/2012 | 1-DIRECTOR 1) DAVID R. BEATTY, O.B.E 2) HOWARD L. CLARK, JR. 3) JERRY W. KOLB 4) PATRICK A. KRIEGSHAUSER 5) JOSEPH B. LEONARD 6) GRAHAM MASCALL 7) BERNARD G. RETHORE 8) WALTER J. SCHELLER, III 9) MICHAEL T. TOKARZ 10) A.J. WAGNER | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
BANK OF AMERICA | BAC | 060505104 | ANNUAL | 05/09/2012 | 1A. ELECTION OF DIRECTOR: MUKESH D. AMBANI | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: SUSAN S. BIES | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: VIRGIS W. COLBERT | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: CHARLES K. GIFFORD | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: MONICA C. LOZANO | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: THOMAS J. MAY | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: DONALD E. POWELL | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI | MGMT | FOR | FOR |
| | | | | 1L.ELECTION OF DIRECTOR: ROBERT W. SCULLY | MGMT | FOR | FOR |
| | | | | 2. AN ADVISORY (NON-BINDING) "SAY ON PAY" VOTE TO APPROVE EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. RATIFICATION OF THE APPOINTMENT OF THE REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | 4. STOCKHOLDER PROPOSAL - DISCLOSURE OF GOVERNMENT EMPLOYMENT. | SHRHLDR | AGAINST | AGAINST |
| | | | | 5. STOCKHOLDER PROPOSAL - GRASSROOTS AND OTHER LOBBYING. | SHRHLDR | AGAINST | AGAINST |
| | | | | 6. STOCKHOLDER PROPOSAL - EXECUTIVES TO RETAIN SIGNIFICANT STOCK. | SHRHLDR | AGAINST | AGAINST |
| | | | | 7. STOCKHOLDER PROPOSAL - MORTGAGE SERVICING OPERATIONS. | SHRHLDR | FOR | AGAINST |
| | | | | 8. STOCKHOLDER PROPOSAL - PROHIBITION ON POLITICAL SPENDING. | | | |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
DIRECTV | DTV | 25490A101 | ANNUAL | 05/03/2012 | 1A. ELECTION OF DIRECTOR: RALPH BOYD, JR. | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: DAVID DILLON | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: SAMUEL DIPIAZZA, JR. | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: DIXON DOLL | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: PETER LUND | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: NANCY NEWCOMB | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: LORRIE NORRINGTON | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR DIRECTV FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. TO AMEND THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DIRECTV TO MAKE CERTAIN CHANGES REGARDING THE CAPITAL STOCK OF THE COMPANY, INCLUDING THE RECLASSIFICATION OF CLASS A AND CLASS B COMMON STOCK AND THE INCREASE OF AUTHORIZED SHARES OF COMMON STOCK FROM 3,947,000,000 TO 3,950,000,000. | MGMT | FOR | FOR |
| | | | | 4. AN ADVISORY VOTE TO APPROVE COMPENSATION OF OUR NAMED EXECUTIVES. | MGMT | FOR | FOR |
| | | | | 5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY THAT THERE WOULD BE NO ACCELERATION OF PERFORMANCE BASE EQUITY AWARDS UPON A CHANGE IN CONTROL. | SHRHLDR | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
EOG RESOURCES | EOG | 26875P101 | ANNUAL | 05/02/2012 | 1A. ELECTION OF DIRECTOR: GEORGE A. ALCORN | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: CHARLES R. CRISP | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: JAMES C. DAY | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: MARK G. PAPA | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: H. LEIGHTON STEWARD | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: DONALD F. TEXTOR | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: FRANK G. WISNER | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF DELOITTE & TOUCHE LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, AS AUDITORS FOR THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4. STOCKHOLDER PROPOSAL CONCERNING ACCELERATED VESTING OF EXECUTIVE OFFICER STOCK AWARDS UPON A CHANGE OF CONTROL, IF PROPERLY PRESENTED. | SHRHLDR | FOR | AGAINST |
| | | | | 5. STOCKHOLDER PROPOSAL CONCERNING STOCK RETENTION REQUIREMENTS FOR EXECUTIVE OFFICERS, IF PROPERLY PRESENTED. | SHRHLDR | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
FORD MOTOR COMPANY | FORD | 345370860 | ANNUAL | 05/10/2012 | 1A. ELECTION OF DIRECTOR: STEPHEN G. BUTLER | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: KIMBERLY A. CASIANO | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: ANTHONY F. EARLEY, JR. | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: EDSEL B. FORD II | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: WILLIAM CLAY FORD, JR. | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: RICHARD A. GEPHARDT | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: JAMES H. HANCE, JR. | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: WILLIAM W. HELMAN IV | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: IRVINE O. HOCKADAY, JR. | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: JON M. HUNTSMAN, JR. | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: RICHARD A. MANOOGIAN | MGMT | FOR | FOR |
| | | | | 1L.ELECTION OF DIRECTOR: ELLEN R. MARRAM | MGMT | FOR | FOR |
| | | | | 1M. ELECTION OF DIRECTOR: ALAN MULALLY | MGMT | FOR | FOR |
| | | | | 1N. ELECTION OF DIRECTOR: HOMER A. NEAL | MGMT | FOR | FOR |
| | | | | 1O. ELECTION OF DIRECTOR: GERALD L. SHAHEEN | MGMT | FOR | FOR |
| | | | | 1P. ELECTION OF DIRECTOR: JOHN L. THORNTON | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | 3. SAY ON PAY - AN ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVES. | MGMT | FOR | FOR |
| | | | | 4. RELATING TO CUMULATIVE VOTING FOR THE ELECTION OF DIRECTORS. | MGMT | AGAINST | AGAINST |
| | | | | 5. RELATING TO CONSIDERATION OF A RECAPITALIZATION PLAN TO PROVIDE THAT ALL OF THE COMPANY'S OUTSTANDING STOCK HAVE ONE VOTE PER SHARE. | MGMT | FOR | AGAINST |
| | | | | 6. RELATING TO ALLOWING HOLDERS OF 10% OF OUTSTANDING COMMON STOCK TO CALL SPECIAL MEETINGS OF SHAREHOLDERS. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CHICAGO BRIDGE & IRON CO. | CBI | 167250109 | ANNUAL | 05/02/12 | 1. TO VOTE FOR OR WITHHOLD VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEE: 1A) JAMES R. BOLCH | MGMT | FOR | FOR |
| | | | | 2. TO VOTE FOR OR WITHHOLD VOTE FOR THE ELECTION OF THE FOLLOWING NOMINEE: 2A) PHILIP K. ASHERMAN | MGMT | FOR | FOR |
| | | | | 2B) L. RICHARD FLURY | MGMT | FOR | FOR |
| | | | | 2C) W. CRAIG KISSEL | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4. TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY OF THE ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | 1 YEAR | 1 YEAR |
| | | | | 5. TO AUTHORIZE THE PREPARATION OF OUR DUTCH STATUTORY ANNUAL ACCOUNTS AND THE ANNUAL REPORT OF OUR MANAGEMENT BOARD IN THE ENGLISH LANGUAGE, AND TO ADOPT OUR DUTCH STATUTORY ANNUAL ACCOUNTS FOR THE YEAR ENDED DECEMBER 31, 2011. | MGMT | FOR | FOR |
| | | | | 6. TO APPROVE THE FINAL DIVIDEND FOR THE YEAR ENDED DECEMBER 31, 2011 IN AN AMOUNT OF $0.20 PER SHARE, WHICH HAS PREVIOUSLY BEEN PAID OUT TO SHAREHOLDERS IN THE FORM OF INTERIM DIVIDENDS. | MGMT | FOR | FOR |
| | | | | 7. TO DISCHARGE THE SOLE MEMBER OF OUR MANAGEMENT BOARD FROM LIABILITY IN RESPECT OF THE EXERCISE OF ITS DUTIES DURING THE YEAR ENDED DECEMBER 31, 2011. | MGMT | AGAINST | FOR |
| | | | | 8. TO DISCHARGE THE MEMBERS OF OUR SUPERVISORY BOARD FROM LIABILITY IN RESPECT OF THE EXERCISE OF THEIR DUTIES DURING THE YEAR ENDED DECEMBER 31, 2011. | MGMT | AGAINST | FOR |
| | | | | 9. TO APPOINT ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, WHO WILL AUDIT OUR ACCOUNTS FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 10. TO APPROVE THE EXTENSION OF THE AUTHORITY OF OUR MANAGEMENT BOARD, ACTING WITH THE APPROVAL OF THE SUPERVISORY BOARD, TO REPURCHASE UP TO 10% OF OUR ISSUED SHARE CAPITAL UNTIL NOVEMBER 2, 2013 ON THE OPEN MARKET, THROUGH PRIVATELY NEGOTIATED TRANSACTIONS OR IN ONE OR MORE SELF TENDER OFFERS FOR A PRICE PER SHARE NOT LESS THAN THE NOMINAL VALUE OF A SHARE AND NOT HIGHER THAN 110% OF THE MOST RECENT AVAILABLE (AS OF THE TIME OF REPURCHASE) PRICE OF A SHARE ON ANY SECURITIES EXCHANGE WHERE OUR SHARES ARE TRADED. | MGMT | FOR | FOR |
| | | | | 11. TO APPROVE THE EXTENSION OF THE AUTHORITY OF OUR SUPERVISORY BOARD TO ISSUE SHARES AND/OR GRANT RIGHTS TO ACQUIRE OUR SHARES (INCLUDING OPTIONS TO SUBSCRIBE FOR SHARES), NEVER TO EXCEED THE NUMBER OF AUTHORIZED BUT UNISSUED SHARES, AND TO LIMIT OR EXCLUDE THE PREEMPTIVE RIGHTS OF SHAREHOLDERS WITH RESPECT TO THE ISSUANCE OF SHARES AND/OR THE GRANT OF THE RIGHT TO ACQUIRE SHARES, UNTIL MAY 2, 2017. | MGMT | FOR | FOR |
| | | | | 12. TO AMEND THE CHICAGO BRIDGE & IRON 2008 LONG-TERM INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 13. TO APPROVE THE COMPENSATION OF THE MEMBERS OF THE SUPERVISORY BOARD. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
INTEL CORP. | INTC | 458140100 | ANNUAL | 05/17/2012 | 1A. ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ANDY D. BRYANT | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: SUSAN L. DECKER | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: JOHN J. DONAHOE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: REED E. HUNDT | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: PAUL S. OTELLINI | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: JAMES D. PLUMMER | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: DAVID S. POTTRUCK | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: FRANK D. YEARY | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: DAVID B. YOFFIE | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR CURRENT YEAR | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 4. STOCKHOLDER PROPOSAL: WHETHER TO HOLD AN ADVISORY VOTE ON POLITICAL CONTRIBUTIONS | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
PULTEGROUP, INC. | PHA | 745867101 | ANNUAL | 05/09/2012 | 1-DIRECTOR 1) BRIAN P. ANDERSON 2) BRYCE BLAIR 3) CHERYL W. GRISE 4) DEBRA J. KELLY-ENNIS 5) PATRICK J. O'LEARY 6) BERNARD W. REZNICEK | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | 3. AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. A SHAREHOLDER PROPOSAL REQUESTING THE ELECTION OF DIRECTORS BY A MAJORITY, RATHER THAN PLURALITY, VOTE, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | AGAINST | AGAINST |
| | | | | 5. A SHAREHOLDER PROPOSAL REGARDING THE USE OF PERFORMANCE-BASED OPTIONS, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
BROADCOM CORP. | BRCM | 111320107 | ANNUAL | 05/15/2012 | 1-DIRECTOR 1) ROBERT J. FINOCCHIO, JR 2) NANCY H. HANDEL 3) EDDY W. HARTENSTEIN 4) MARIA M. KLAWE, PH.D. 5) JOHN E. MAJOR 6) SCOTT A. MCGREGOR 7) WILLIAM T. MORROW 8) HENRY SAMUELI, PH.D. 9) ROBERT E. SWITZ | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO APPROVE AN AMENDMENT AND RESTATEMENT OF THE BROADCOM CORPORATION 1998 EMPLOYEE STOCK PURCHASE PLAN, AS PREVIOUSLY AMENDED AND RESTATED, THAT WOULD EXTEND THE TERM OF THE PLAN THROUGH MAY 15, 2022, AND EFFECT VARIOUS TECHNICAL REVISIONS AND IMPROVEMENTS. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE THE ADOPTION OF THE BROADCOM CORPORATION 2012 STOCK INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 4. TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
TITAN INT’L INC. | TWI | 88830M102 | ANNUAL | 05/17/2012 | 1. DIRECTOR 1) ERWIN H. BILLIG 2) ANTHONY L. SOAVE | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO APPROVE THE SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, GRANT THORNTON, LLP, TO AUDIT THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE A NON-BINDING ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CAMERON INTERNATIONAL CORPORATION | CAM | 13342B105 | ANNUAL | 05/11/2012 | 1.1 ELECTION OF DIRECTOR: C. BAKER CUNNINGHAM | MGMT | FOR | FOR |
| | | | | 1.2 ELECTION OF DIRECTOR: SHELDON R. ERIKSON | MGMT | FOR | FOR |
| | | | | 1.3 ELECTION OF DIRECTOR: DOUGLAS L. FOSHEE | MGMT | FOR | FOR |
| | | | | 1.4 ELECTION OF DIRECTOR: RODOLFO LANDIM | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. TO CONDUCT AN ADVISORY VOTE TO APPROVE THE COMPANY'S 2011 EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. TO APPROVE AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE ANNUAL ELECTION OF ALL DIRECTORS. | MGMT | FOR | FOR |
| | | | | 5. TO APPROVE AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE THAT THE COURT OF CHANCERY OF THE STATE OF DELAWARE BE THE EXCLUSIVE FORUM FOR CERTAIN LEGAL ACTIONS. | MGMT | FOR | FOR |
| | | | | 6. TO APPROVE A RESTATEMENT OF THE COMPANY'S CERTIFICATE OF INCORPORATION. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
THE TIMKEN COMPANY | TKR | 887389104 | ANNUAL | 05/08/2012 | 1-DIRECTOR 1) JOSEPH W. RALSTON 2) JOHN P. REILLY 3) JOHN M. TIMKEN, JR. 4) JACQUELINE F. WOODS | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, ON AN ADVISORY BASIS, A RESOLUTION REGARDING NAMED EXECUTIVE OFFICER COMPENSATION. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CLIFFS NATURAL RESOURCES INC. | CLF | 887389104 | ANNUAL | 05/08/2012 | 1A. ELECTION OF DIRECTOR: J.A. CARRABBA | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: S.M. CUNNINGHAM | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: B.J. ELDRIDGE | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: A.R. GLUSKI | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: S.M. GREEN | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: J.K. HENRY | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: J.F. KIRSCH | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: F.R. MCALLISTER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: R.K. RIEDERER | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: R.A. ROSS | MGMT | FOR | FOR |
| | | | | 2. TO AMEND OUR REGULATIONS TO ADD A PROVISION TO ALLOW BOARD TO AMEND REGULATIONS WITHOUT SHAREHOLDER APPROVAL UNDER OHIO LAW | MGMT | FOR | FOR |
| | | | | 3. A PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, OUR NAMED EXECUTIVE OFFICER COMPENSATION, COMMONLY KNOWN AS "SAY ON PAY". | MGMT | FOR | FOR |
| | | | | 4. A PROPOSAL TO APPROVE THE 2012 INCENTIVE EQUITY PLAN. | MGMT | FOR | FOR |
| | | | | 5. A PROPOSAL TO APPROVE THE 2012 EXECUTIVE MANAGEMENT PERFORMANCE INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 6. RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CUMMINS INC. | CMI | 231021106 | ANNUAL | 05/08/2012 | 1. ELECTION OF DIRECTOR: N. THOMAS LINEBARGER | MGMT | FOR | FOR |
| | | | | 2. ELECTION OF DIRECTOR: WILLIAM I. MILLER | MGMT | FOR | FOR |
| | | | | 3. ELECTION OF DIRECTOR: ALEXIS M. HERMAN | MGMT | FOR | FOR |
| | | | | 4. ELECTION OF DIRECTOR: GEORGIA R. NELSON | MGMT | FOR | FOR |
| | | | | 5. ELECTION OF DIRECTOR: CARL WARE | MGMT | FOR | FOR |
| | | | | 6. ELECTION OF DIRECTOR: ROBERT K. HERDMAN | MGMT | FOR | FOR |
| | | | | 7. ELECTION OF DIRECTOR: ROBERT J. BERNHARD | MGMT | FOR | FOR |
| | | | | 8. ELECTION OF DIRECTOR: DR. FRANKLIN R. CHANG DIAZ | MGMT | FOR | FOR |
| | | | | 9. ELECTION OF DIRECTOR: STEPHEN B. DOBBS | MGMT | FOR | FOR |
| | | | | 10. ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT. | MGMT | FOR | FOR |
| | | | | 11. PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS AUDITORS FOR 2012. | MGMT | FOR | FOR |
| | | | | 12. PROPOSAL TO APPROVE THE CUMMINS INC. 2012 OMNIBUS INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 13. PROPOSAL TO APPROVE THE CUMMINS INC. EMPLOYEE STOCK PURCHASE PLAN. | MGMT | FOR | FOR |
| | | | | 14. PROPOSAL TO AMEND CUMMINS INC.'S BY-LAWS TO ALLOW SHAREHOLDERS WHO HAVE A 25% NET LONG POSITION IN THE COMMON STOCK TO CALL SPECIAL SHAREHOLDER MEETINGS. | SHRHLDR | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
ANADARKO PETROLEUM CORP. | APC | 032511107 | ANNUAL | 05/15/2012 | 1A. ELECTION OF DIRECTOR: KEVIN P. CHILTON | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: LUKE R. CORBETT | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: H. PAULETT EBERHART | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: PETER J. FLUOR | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: RICHARD L. GEORGE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: PRESTON M. GEREN III | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: CHARLES W. GOODYEAR | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: JOHN R. GORDON | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: JAMES T. HACKETT | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: ERIC D. MULLINS | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: PAULA ROSPUT REYNOLDS | MGMT | FOR | FOR |
| | | | | 1L. ELECTION OF DIRECTOR: R.A. WALKER | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS. | MGMT | FOR | FOR |
| | | | | 3. APPROVE THE ANADARKO PETROLEUM CORPORATION 2012 OMNIBUS INCENTIVE COMPENSATION PLAN. | MGMT | FOR | FOR |
| | | | | 4. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. | MGMT | FOR | FOR |
| | | | | 5. STOCKHOLDER PROPOSAL-ADOPTION OF POLICY OF INDEPENDENT DIRECTOR CHAIRMAN. | SHRHLDR | AGAINST | AGAINST |
| | | | | 6. STOCKHOLDER PROPOSAL-GENDER IDENTITY NON-DISCRIMINATION POLICY. | SHRHLDR | AGAINST | AGAINST |
| | | | | 7. STOCKHOLDER PROPOSAL-ADOPTION OF POLICY ON ACCELERATED VESTING OF EQUITY AWARDS. | SHRHLDR | AGAINST | AGAINST |
| | | | | 8. STOCKHOLDER PROPOSAL-REPORT ON POLITICAL CONTRIBUTIONS. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
TRW AUTOMOTIVE | TRW | 87264S106 | ANNUAL | 05/15/2012 | 1-DIRECTOR 1) JAMES F. ALBAUGH 2) ROBERT L. FRIEDMAN 3) J. MICHAEL LOSH 4) DAVID S. TAYLOR | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. THE RATIFICATION OF ERNST & YOUNG LLP, AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, TO AUDIT THE CONSOLIDATED FINANCIAL STATEMENTS OF TRW AUTOMOTIVE HOLDINGS CORP. FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. ADVISORY APPROVAL OF THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT. | MGMT | FOR | FOR |
| | | | | 4. THE APPROVAL OF THE TRW AUTOMOTIVE HOLDINGS CORP. 2012 STOCK INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
TIFFANY & CO. | TIF | 886547108 | ANNUAL | 05/17/2012 | 1A. ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ROSE MARIE BRAVO | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: GARY E. COSTLEY | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: LAWRENCE K. FISH | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: ABBY F. KOHNSTAMM | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: CHARLES K. MARQUIS | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: PETER W. MAY | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: WILLIAM A. SHUTZER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: ROBERT S. SINGER | MGMT | FOR | FOR |
| | | | | 2. APPROVAL OF THE APPOINTMENT BY THE BOARD OF DIRECTORS OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2013. | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF THE COMPENSATION PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
SIRIUS XM RADIO | SIRI | 82967N108 | ANNUAL | 05/22/2012 | 1-DIRECTOR 1) JOAN L. AMBLE 2) LEON D. BLACK 3) LAWRENCE F. GILBERTI 4) EDDY W. HARTENSTEIN 5) JAMES P. HOLDEN 6) MEL KARMAZIN 7) JAMES F. MOONEY 8) JACK SHAW | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2-RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2012. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
TUPPERWARE BRANDS CORP. | TUP | 899896104 | ANNUAL | 05/22/2012 | 1A. ELECTION OF DIRECTOR: CATHERINE A. BERTINI | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: SUSAN M. CAMERON | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: KRISS CLONINGER, III | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: E. V. GOINGS | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: JOE R. LEE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: ANGEL R. MARTINEZ | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: A. MONTEIRO DE CASTRO | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: ROBERT J. MURRAY | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: DAVID R. PARKER | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: JOYCE M. ROCHE | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: M. ANNE SZOSTAK | MGMT | FOR | FOR |
| | | | | 2. PROPOSAL TO RATIFY THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE TO APPROVE THE COMPANY'S EXECUTIVE COMPENSATION PROGRAM | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
SPRINT NEXTEL CORP. | S | 852061100 | ANNUAL | 05/15/2012 | 1A. ELECTION OF DIRECTOR: ROBERT R. BENNETT | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: GORDON M. BETHUNE | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: LARRY C. GLASSCOCK | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: JAMES H. HANCE, JR. | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: DANIEL R. HESSE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: V. JANET HILL | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: FRANK IANNA | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: SVEN-CHRISTER NILSSON | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: WILLIAM R. NUTI | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: RODNEY O'NEAL | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF SPRINT NEXTEL FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. TO APPROVE AN AMENDMENT TO SPRINT'S ARTICLES OF INCORPORATION TO OPT-OUT OF THE BUSINESS COMBINATION STATUTE. | MGMT | FOR | FOR |
| | | | | 5. TO APPROVE AN AMENDMENT TO SPRINT'S ARTICLES OF INCORPORATION TO ELIMINATE THE BUSINESS COMBINATION PROVISION IN ARTICLE SEVENTH. | MGMT | FOR | FOR |
| | | | | 6. TO APPROVE THE MATERIAL TERMS OF PERFORMANCE OBJECTIVES UNDER 2007 OMNIBUS INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 7. TO VOTE ON A SHAREHOLDER PROPOSAL TO ADOPT A BONUS DEFERRAL POLICY. | SHRHLDR | AGAINST | AGAINST |
| | | | | 8. TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING POLITICAL CONTRIBUTIONS. | SHRHLDR | FOR | AGAINST |
| | | | | 9. TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING NET NEUTRALITY. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MORGAN STANLEY | MS | 617446448 | ANNUAL | 05/15/2012 | 1A. ELECTION OF DIRECTOR: ROY J. BOSTOCK | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ERSKINE B. BOWLES | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: HOWARD J. DAVIES | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: JAMES P. GORMAN | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: C. ROBERT KIDDER | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: KLAUS KLEINFELD | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: DONALD T. NICOLAISEN | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: HUTHAM S. OLAYAN | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: JAMES W. OWENS | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: O. GRIFFITH SEXTON | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: RYOSUKE TAMAKOSHI | MGMT | FOR | FOR |
| | | | | 1L. ELECTION OF DIRECTOR: MASAAKI TANAKA | MGMT | FOR | FOR |
| | | | | 1M. ELECTION OF DIRECTOR: LAURA D. TYSON | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR | MGMT | FOR | FOR |
| | | | | 3. TO AMEND THE 2007 EQUITY INCENTIVE COMPENSATION PLAN | MGMT | FOR | FOR |
| | | | | 4. TO AMEND THE DIRECTORS' EQUITY CAPITAL ACCUMULATION PLAN | MGMT | FOR | FOR |
| | | | | 5. TO APPROVE THE COMPENSATION OF EXECUTIVES AS DISCLOSED IN THE PROXY STATEMENT (NON-BINDING ADVISORY RESOLUTION) | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
JP MORGAN CHASE & CO. | JPM | 46625H100 | ANNUAL | 05/15/2012 | 1A. ELECTION OF DIRECTOR: JAMES A. BELL | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: CRANDALL C. BOWLES | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: STEPHEN B. BURKE | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: DAVID M. COTE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: JAMES S. CROWN | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: JAMES DIMON | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: ELLEN V. FUTTER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: LEE R. RAYMOND | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: WILLIAM C. WELDON | MGMT | FOR | FOR |
| | | | | 2. APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | MGMT | FOR | FOR |
| | | | | 3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 4. POLITICAL NON-PARTISANSHIP | MGMT | AGAINST | AGAINST |
| | | | | 5. INDEPENDENT DIRECTOR AS CHAIRMAN | MGMT | AGAINST | AGAINST |
| | | | | 6. LOAN SERVICING | MGMT | AGAINST | AGAINST |
| | | | | 7. CORPORATE POLITICAL CONTRIBUTIONS REPORT | MGMT | FOR | AGAINST |
| | | | | 8. GENOCIDE-FREE INVESTING | MGMT | AGAINST | AGAINST |
| | | | | 9. SHAREHOLDER ACTION BY WRITTEN CONSENT | SHRHLDR | AGAINST | AGAINST |
| | | | | 10. STOCK RETENTION | MGMT | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
RIVERBED TECHNOLOGY, INC. | RVBD | 768573107 | ANNUAL | 05/30/2012 | 1A. ELECTION OF DIRECTOR: MICHAEL BOUSTRIDGE | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: JERRY M. KENNELLY | MGMT | FOR | FOR |
| | | | | 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF RIVERBED TECHNOLOGY, INC. FOR ITS FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DESCRIBED IN THE PROXY STATEMENT. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
THE GOLDMAN SACHS GROUP, INC. | GS | 38141G104 | ANNUAL | 05/24/2012 | 1A. ELECTION OF DIRECTOR: LLOYD C. BLANKFEIN | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: M. MICHELE BURNS | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: GARY D. COHN | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: CLAES DAHLBACK | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: STEPHEN FRIEDMAN | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: WILLIAM W. GEORGE | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: JAMES A. JOHNSON | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: LAKSHMI N. MITTAL | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: JAMES J. SCHIRO | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: DEBORA L. SPAR | MGMT | FOR | FOR |
| | | | | 2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION (SAY ON PAY) | MGMT | FOR | FOR |
| | | | | 3. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012 | MGMT | FOR | FOR |
| | | | | 4. SHAREHOLDER PROPOSAL REGARDING CUMULATIVE VOTING | SHRHLDR | AGAINST | AGAINST |
| | | | | 5. SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION AND LONG-TERM PERFORMANCE | SHRHLDR | ABSTAIN | AGAINST |
| | | | | 6. SHAREHOLDER PROPOSAL REGARDING REPORT ON LOBBYING EXPENDITURES | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
SOUTHWESTERN ENERGY CO. | SWN | 845467109 | ANNUAL | 05/22/2012 | 1A. ELECTION OF DIRECTOR: LEWIS E. EPLEY, JR. | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: ROBERT L. HOWARD | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: CATHERINE A. KEHR | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: GREG D. KERLEY | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: HAROLD M. KORELL | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: VELLO A. KUUSKRAA | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: KENNETH R. MOURTON | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: STEVEN L. MUELLER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: CHARLES E. SCHARLAU | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: ALAN H. STEVENS | MGMT | FOR | FOR |
| | | | | 2. PROPOSAL TO RATIFY INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. STOCKHOLDER PROPOSAL FOR AN EXECUTIVE EQUITY RETENTION POLICY. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
VMWARE, INC. | VMW | 928563402 | ANNUAL | 05/31/2012 | 2. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF VMWARE NAMED EXECUTIVE OFFICERS AS DESCRIBED IN VMWARE'S PROXY STATEMENT. | MGMT | FOR | FOR |
| | | | | 3. TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF VMWARE'S BOARD OF DIRECTORS OF PRICEWATERHOUSECOOPERS LLP AS VMWARE'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
NATIONAL OILWELL VARCO, INC. | NOV | 637071101 | ANNUAL | 05/16/2012 | 1A. ELECTION OF DIRECTOR: MERRILL A. MILLER, JR. | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: GREG L. ARMSTRONG | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: DAVID D. HARRISON | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF INDEPENDENT AUDITORS. | MGMT | FOR | FOR |
| | | | | 3. APPROVE, BY NON-BINDING VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 4. STOCKHOLDER PROPOSAL. | SHRHLDR | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MGM RESORTS INT’L | MGM | 552953101 | ANNUAL | 06/12/2012 | 1-DIRECTOR 1) ROBERT H. BALDWIN 2) WILLIAM A. BIBLE 3) BURTON M. COHEN 4) WILLIE D. DAVIS 5) ALEXIS M. HERMAN 6) ROLAND HERNANDEZ 7) ANTHONY MANDEKIC 8) ROSE MCKINNEY-JAMES 9) JAMES J. MURREN 10) DANIEL J. TAYLOR | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
GENERAL MOTORS CO. | GM | 37045V100 | ANNUAL | 06/12/2012 | 1A. ELECTION OF DIRECTOR: DANIEL F. AKERSON | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: DAVID BONDERMAN | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: ERROLL B. DAVIS, JR. | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: STEPHEN J. GIRSKY | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: E. NEVILLE ISDELL | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: ROBERT D. KREBS | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: PHILIP A. LASKAWY | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: KATHRYN V. MARINELLO | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: JAMES J. MULVA | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: PATRICIA F. RUSSO | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: THOMAS M. SCHOEWE | MGMT | FOR | FOR |
| | | | | 1L. ELECTION OF DIRECTOR: CAROL M. STEPHENSON | MGMT | FOR | FOR |
| | | | | 1M. ELECTION OF DIRECTOR: THEODORE M. SOLSO | MGMT | FOR | FOR |
| | | | | 1N. ELECTION OF DIRECTOR: CYNTHIA A. TELLES | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS GM'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
UNITED HEALTH GROUP INC. | UNH | 91324P102 | ANNUAL | 06/04/2012 | 1A. ELECTION OF DIRECTOR: WILLIAM C. BALLARD, JR. | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: RICHARD T. BURKE | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: ROBERT J. DARRETTA | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: MICHELE J. HOOPER | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: RODGER A. LAWSON | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: DOUGLAS W. LEATHERDALE | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: GLENN M. RENWICK | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: KENNETH I. SHINE, M.D. | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: GAIL R. WILENSKY, PH.D. | MGMT | FOR | FOR |
| | | | | 2. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 3. RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 4. CONSIDERATION OF THE SHAREHOLDER PROPOSAL SET FORTH IN THE PROXY STATEMENT, IF PROPERLY PRESENTED AT THE 2012 ANNUAL MEETING OF SHAREHOLDERS. | SHRHLDR | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
INGERSOLL-RAND PLC | IR | G47791101 | ANNUAL | 06/07/2012 | 1A. ELECTION OF DIRECTOR: A.C. BERZIN | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: J. BRUTON | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: J.L. COHON | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: G.D. FORSEE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: P.C. GODSOE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: E.E. HAGENLOCKER | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: C.J. HORNER | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: M.W. LAMACH | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: T.E. MARTIN | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: R.J. SWIFT | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: T.L. WHITE | MGMT | FOR | FOR |
| | | | | 2. ADVISORY APPROVAL OF THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF THE APPOINTMENT OF INDEPENDENT AUDITORS AND AUTHORIZATION OF THE AUDIT COMMITTEE TO SET THE AUDITORS' REMUNERATION | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
VERTEX PHARMACEUTICALS INC. | VRTX | 92532F100 | ANNUAL | 5/16/2012 | 1-DIRECTOR 1) JEFFREY M. LEIDEN 2) BRUCE I. SACHS | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. THE APPROVAL OF THE AMENDMENT TO OUR AMENDED AND RESTATED 2006 STOCK AND OPTION PLAN THAT INCREASES THE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE UNDER THE PLAN BY 3,000,000. | MGMT | FOR | FOR |
| | | | | 3. THE APPROVAL OF THE AMENDMENT TO OUR EMPLOYEE STOCK PURCHASE PLAN THAT INCREASES THE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE UNDER THE PLAN BY 2,500,000. | MGMT | FOR | FOR |
| | | | | 4. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 5. ADVISORY VOTE ON OUR EXECUTIVE COMPENSATION PROGRAM. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
AMAZON.COM INC. | AMZN | 023135106 | ANNUAL | 05/24/2012 | 1A. ELECTION OF DIRECTOR: JEFFREY P. BEZOS | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: TOM A. ALBERG | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: WILLIAM B. GORDON | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: JAMIE S. GORELICK | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: BLAKE G. KRIKORIAN | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: ALAIN MONIE | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: JONATHAN J. RUBINSTEIN | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: THOMAS O. RYDER | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: PATRICIA Q. STONESIFER | MGMT | FOR | FOR |
| | | | | 2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE GOALS, AS AMENDED, PURSUANT TO SECTION 162(M) OF THE INTERNAL REVENUE CODE IN OUR 1997 STOCK INCENTIVE PLAN | MGMT | FOR | FOR |
| | | | | 4. SHAREHOLDER PROPOSAL REGARDING AN ASSESSMENT AND REPORT ON CLIMATE CHANGE | MGMT | AGAINST | AGAINST |
| | | | | 5. SHAREHOLDER PROPOSAL CALLING FOR CERTAIN DISCLOSURES REGARDING CORPORATE POLITICAL CONTRIBUTIONS | MGMT | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
JPMORGAN CHASE &CO. | JPM | 46625H100 | ANNUAL | 05/15/2012 | 1A. ELECTION OF DIRECTOR: JAMES A. BELL | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: CRANDALL C. BOWLES | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: STEPHEN B. BURKE | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: DAVID M. COTE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: JAMES S. CROWN | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: JAMES DIMON | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: ELLEN V. FUTTER | MGMT | FOR | FOR |
| | | | | 1I. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. | MGMT | FOR | FOR |
| | | | | 1J. ELECTION OF DIRECTOR: LEE R. RAYMOND | MGMT | FOR | FOR |
| | | | | 1K. ELECTION OF DIRECTOR: WILLIAM C. WELDON | MGMT | FOR | FOR |
| | | | | 2. APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | MGMT | FOR | FOR |
| | | | | 3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 4. POLITICAL NON-PARTISANSHIP | MGMT | AGAINST | AGAINST |
| | | | | 5. INDEPENDENT DIRECTOR AS CHAIRMAN | MGMT | AGAINST | AGAINST |
| | | | | 6. LOAN SERVICING | MGMT | AGAINST | AGAINST |
| | | | | 7. CORPORATE POLITICAL CONTRIBUTIONS REPORT | MGMT | FOR | AGAINST |
| | | | | 8. GENOCIDE-FREE INVESTING | SHRHLDR | AGAINST | AGAINST |
| | | | | 9. SHAREHOLDER ACTION BY WRITTEN CONSENT | MGMT | AGAINST | AGAINST |
| | | | | 10. STOCK RETENTION | MGMT | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
LAS VEGAS SANDS CORP. | LVS | 517834107 | ANNUAL | 06/07/2012 | 1. DIRECTOR 1) JASON N. ADER 2) MICHAEL A. LEVEN 3) JEFFREY H. SCHWARTZ | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO CONSIDER AND ACT UPON THE RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | MGMT | FOR | FOR |
| | | | | 3. TO CONSIDER AND ACT UPON AN ADVISORY (NON-BINDING) PROPOSAL ON THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
COGNIZANT TECHNOLOGY SOLUTIONS CORP. | CTSH | 192446102 | ANNUAL | 06/05/2012 | 1A. ELECTION OF DIRECTOR: FRANCISCO D'SOUZA | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: JOHN N. FOX, JR. | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: THOMAS M. WENDEL | MGMT | FOR | FOR |
| | | | | 2. APPROVAL OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS, DISCLOSED PURSUANT TO ITEM 402 OF REGULATION S-K. | MGMT | FOR | FOR |
| | | | | 3. TO AMEND OUR RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED AND TO AMEND AND RESTATE OUR AMENDED AND RESTATED BY-LAWS, AS AMENDED, TO PROVIDE HOLDERS OF TWENTY-FIVE PERCENT (25%) OF THE COMPANY'S OUTSTANDING SHARES OF CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE, UPON SATISFACTION OF CERTAIN CONDITIONS, THE POWER TO CALL A SPECIAL MEETING OF STOCKHOLDERS. | SHRHLDR | FOR | FOR |
| | | | | 4. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 5. TO ACT ON A STOCKHOLDER PROPOSAL TO DECLASSIFY THE COMPANY'S BOARD OF DIRECTORS AND PROVIDE FOR THE ANNUAL ELECTION OF ALL DIRECTORS. | MGMT | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MASTERCARD INC. | MA | 57636Q104 | ANNUAL | 06/05/2012 | 1A. ELECTION OF DIRECTOR: AJAY BANGA | MGMT | FOR | FOR |
| | | | | 1B. ELECTION OF DIRECTOR: DAVID R. CARLUCCI | MGMT | FOR | FOR |
| | | | | 1C. ELECTION OF DIRECTOR: STEVEN J. FREIBERG | MGMT | FOR | FOR |
| | | | | 1D. ELECTION OF DIRECTOR: RICHARD HAYTHORNTHWAITE | MGMT | FOR | FOR |
| | | | | 1E. ELECTION OF DIRECTOR: MARC OLIVIE | MGMT | FOR | FOR |
| | | | | 1F. ELECTION OF DIRECTOR: RIMA QURESHI | MGMT | FOR | FOR |
| | | | | 1G. ELECTION OF DIRECTOR: MARK SCHWARTZ | MGMT | FOR | FOR |
| | | | | 1H. ELECTION OF DIRECTOR: JACKSON P. TAI | MGMT | FOR | FOR |
| | | | | 2. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF THE COMPANY'S AMENDED AND RESTATED 2006 NON-EMPLOYEE DIRECTOR EQUITY COMPENSATION PLAN | MGMT | FOR | FOR |
| | | | | 4. APPROVAL OF THE COMPANY'S AMENDED AND RESTATED 2006 LONG TERM INCENTIVE PLAN | MGMT | FOR | FOR |
| | | | | 5. RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR 2012 | MGMT | FOR | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CELGENE CORP. | CELG | 151020104 | ANNUAL | 06/13/2012 | 1-DIRECTOR 1) ROBERT J. HUGIN 2) R.W. BARKER, D. PHIL. 3) MICHAEL D. CASEY 4) CARRIE S. COX 5) RODMAN L. DRAKE 6) M.A. FRIEDMAN, M.D. 7) GILLA KAPLAN, PH.D. 8) JAMES J. LOUGHLIN 9) ERNEST MARIO, PH.D. | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3. APPROVAL OF AN AMENDMENT TO THE COMPANY'S 2008 STOCK INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 4. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 5. STOCKHOLDER PROPOSAL DESCRIBED IN MORE DETAIL IN THE PROXY STATEMENT. | SHRHLDR | AGAINST | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
MERCADOLIBRE, INC. | MELI | 58733R102 | ANNUAL | 06/14/2012 | 1-DIRECTOR 1)MARTIN DE LOS SANTOS* 2)NICOLAS GALPERIN* 3)SUSAN SEGAL** | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS | MGMT | FOR | FOR |
| | | | | 3. RATIFICATION OF THE APPOINTMENT OF DELOITTE & CO. S.R.L. AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012 | MGMT | FOR | FOR |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CATEPILLAR INC. | CAT | 149123101 | ANNUAL | 06/13/2012 | 1-DIRECTOR 1) DAVID L. CALHOUN 2) DANIEL M. DICKINSON 3) EUGENE V. FIFE 4) JUAN GALLARDO 5) DAVID R. GOODE 6) JESSE J. GREENE, JR. 7) JON M. HUNTSMAN, JR. 8) PETER A. MAGOWAN 9) DENNIS A. MUILENBURG 10) DOUGLAS R. OBERHELMAN 11) WILLIAM A. OSBORN 12) CHARLES D. POWELL 13) EDWARD B. RUST, JR. 14) SUSAN C. SCHWAB 15) JOSHUA I. SMITH 16) MILES D. WHITE | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. RATIFY THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012 | MGMT | FOR | FOR |
| | | | | 3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. AMEND RESTATED CERTIFICATE OF INCORPORATION AND BYLAWS TO PROVIDE STOCKHOLDERS THE RIGHT TO CALL SPECIAL MEETINGS. | MGMT | FOR | FOR |
| | | | | 5. AMEND BYLAW ADVANCE NOTICE PROVISIONS. | MGMT | FOR | FOR |
| | | | | 6. STOCKHOLDER PROPOSAL - REPORT ON POLITICAL CONTRIBUTIONS AND EXPENSES. | SHRHLDR | FOR | AGAINST |
| | | | | 7. STOCKHOLDER PROPOSAL - DIRECTOR ELECTION MAJORITY VOTE STANDARD. | SHRHLDR | AGAINST | AGAINST |
| | | | | 8. STOCKHOLDER PROPOSAL - REVIEW GLOBAL CORPORATE STANDARDS. | SHRHLDR | AGAINST | AGAINST |
| | | | | 9. STOCKHOLDER PROPOSAL - STOCKHOLDER ACTION BY WRITTEN CONSENT. | SHRHLDR | AGAINST | AGAINST |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CHECK POINT SOFTWARE TECHNOLOGIES | CHKP | M22465104 | ANNUAL | 06/07/2012 | 1- ELECTION OF DIRECTORS: 1..GIL SHWED, 2. MARIUS NACHT, 3. JERRY UNGERMAN, 4. DAN PROPPER, 5. DAVID RUBNER, 6. DR. TAL SHAVIT. | MGMT | FOR | FOR |
| | | | | 2. RE-ELECTION OF 2 OUTSIDE DIRECTORS: YOAV CHELOUCHE AND GUY GECHT. | MGMT | FOR | FOR |
| | | | | 3. TO RATIFY THE APPOINTMENT AND COMPENSATION OF KOST, FORER, GABBAY & KASIERER, A MEMBER OF ERNST & YOUNG GLOBAL, AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012. | MGMT | FOR | FOR |
| | | | | 4. APPROVE COMPENSATION TO CHECK POINT'S CHIEF EXECUTIVE OFFICER WHO IS ALSO CHAIRMAN OF THE BOARD OF DIRECTORS. | MGMT | FOR | FOR |
| | | | | 5. TO AUTHORIZE THE CHAIRMAN OF CHECK POINT'S BOARD OF DIRECTORS TO CONTINUE SERVING AS CHAIRMAN OF THE BOARD OF DIRECTORS AND THE CHIEF EXECUTIVE OFFICER FOR UP TO THREE YEARS FOLLOWING THE MEETING (AS REQUIRED BY ISRAELI LAW). | MGMT | FOR | FOR |
| | | | | 6A. I AM A CONTROLLING SHAREHOLDER OR HAVE A PERSONAL INTEREST IN ITEM 2. MARK "FOR" = YES OR "AGAINST" = NO. | SHRHLDR | AGAINST | NONE |
| | | | | 6B. I AM A CONTROLLING SHAREHOLDER OR HAVE A PERSONAL INTEREST IN ITEM 4. MARK "FOR" = YES OR "AGAINST" = NO. | SHRHLDR | AGAINST | NONE |
| | | | | 6C. I AM A CONTROLLING SHAREHOLDER OR HAVE A "PERSONAL INTEREST" IN ITEM 5. MARK "FOR" = YES OR "AGAINST" = NO. | SHRHLDR | AGAINST | NONE |
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NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
GOOGLE INC. | GOOG | 38259P508 | ANNUAL | 06/21/2012 | 1. ELECTION OF DIRECTORS. NOMINEES: 1) LARRY PAGE 2) SERGEY BRIN 3) ERIC E. SCHMIDT 4) L. JOHN DOERR 5) DIANE B. GREENE 6) JOHN L. HENNESSY 7) ANN MATHER 8) PAUL S. OTELLINI 9) K. RAM SHRIRAM 10) SHIRLEY M. TILGHMAN | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS GOOGLE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 3A. PROPOSAL 3 - THE APPROVAL OF THE ADOPTION OF GOOGLE'S FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION*: THE APPROVAL OF THE ADOPTION OF AMENDMENTS TO GOOGLE'S THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO ESTABLISH THE CLASS C CAPITAL STOCK AND TO MAKE CERTAIN CLARIFYING CHANGES. | MGMT | FOR | FOR |
| | | | | 3B. THE APPROVAL OF THE ADOPTION OF AMENDMENTS TO GOOGLE'S THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF CLASS A COMMON STOCK FROM 6 BILLION TO 9 BILLION. | MGMT | FOR | FOR |
| | | | | 3C. THE APPROVAL OF THE ADOPTION OF AMENDMENTS TO GOOGLE'S THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE TREATMENT OF SHARES OF CLASS A COMMON STOCK IN A MANNER THAT IS AT LEAST AS FAVORABLE AS THE SHARES OF CLASS B COMMON STOCK. * EACH OF THE PROPOSALS COMPRISING PROPOSAL 3 IS CROSS-CONDITIONED UPON THE APPROVAL BY OUR STOCKHOLDERS OF ALL OF THE PROPOSALS COMPRISING PROPOSAL 3. NONE OF PROPOSALS 3A, 3B, OR 3C WILL BE DEEMED APPROVED UNLESS ALL OF THEM ARE APPROVED. THE APPROVAL OF EACH OF THE PROPOSALS COMPRISING PROPOSAL 3 SHALL CONSTITUTE THE REQUISITE APPROVAL OF THE ADOPTION OF GOOGLE’S FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AS REQUIRED BY DELAWARE LAW. | MGMT | FOR | FOR |
| | | | | 4. THE APPROVAL OF GOOGLE'S 2012 STOCK PLAN. | MGMT | FOR | FOR |
| | | | | 5. THE APPROVAL OF GOOGLE'S 2012 INCENTIVE COMPENSATION PLAN FOR EMPLOYEES AND CONSULTANTS OF MOTOROLA MOBILITY. | MGMT | FOR | FOR |
| | | | | 6. A STOCKHOLDER PROPOSAL REGARDING AN ADVISORY VOTE ON POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | FOR | AGAINST |
| | | | | 7. A STOCKHOLDER PROPOSAL REGARDING MANDATORY ARBITRATION OF CERTAIN SHAREHOLDER CLAIMS, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | AGAINST | AGAINST |
| | | | | 8. A STOCKHOLDER PROPOSAL REGARDING EQUAL SHAREHOLDER VOTING, IF PROPERLY PRESENTED AT THE MEETING. | SHRHLDR | FOR | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
CHESAPEAKE ENERGY CORP. | CHK | 165167107 | ANNUAL | 06/08/2012 | 1-DIRECTOR 1) RICHARD K. DAVIDSON 2) V. BURNS HARGIS | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO APPROVE AN AMENDMENT TO OUR BYLAWS TO IMPLEMENT MAJORITY VOTING IN DIRECTOR ELECTIONS. | MGMT | FOR | FOR |
| | | | | 3. AN ADVISORY VOTE TO APPROVE OUR NAMED EXECUTIVE OFFICER COMPENSATION. | MGMT | FOR | FOR |
| | | | | 4. TO APPROVE AN AMENDMENT TO OUR LONG TERM INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 5. TO APPROVE THE ANNUAL INCENTIVE PLAN. | MGMT | FOR | FOR |
| | | | | 6. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012. | MGMT | FOR | FOR |
| | | | | 7. SHAREHOLDER PROPOSAL RELATING TO RE-INCORPORATION IN DELAWARE. | SHRHLDR | AGAINST | AGAINST |
| | | | | 8. SHAREHOLDER PROPOSAL RELATING TO POLITICAL LOBBYING EXPENDITURES. | SHRHLDR | FOR | AGAINST |
| | | | | 9. SHAREHOLDER PROPOSAL RELATING TO THE SUPERMAJORITY VOTING STANDARD. | SHRHLDR | AGAINST | AGAINST |
| | | | | 10. SHAREHOLDER PROPOSAL RELATING TO PROXY ACCESS. | SHRHLDR | AGAINST | AGAINST |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
AMARIN CORP. | AMRN | 023111206 | ANNUAL | 07/10/2012 | 1. ORDINARY RESOLUTION TO RE-ELECT DR. LARS EKMAN AS A DIRECTOR. | MGMT | FOR | FOR |
| | | | | 2. ORDINARY RESOLUTION TO RE-ELECT DR. CARL GORDON AS A DIRECTOR. | MGMT | FOR | FOR |
| | | | | 3. ORDINARY RESOLUTION TO RE-ELECT MR. JAN VAN HEEK AS A DIRECTOR. | MGMT | FOR | FOR |
| | | | | 4. ORDINARY RESOLUTION TO ELECT MR. PATRICK J. O'SULLIVAN AS A DIRECTOR. | MGMT | FOR | FOR |
| | | | | 5. ORDINARY RESOLUTION (ADVISORY, NON-BINDING VOTE) ON THE COMPANY'S EXECUTIVE COMPENSATION. | MGMT | FOR | FOR |
| | | | | 6. ORDINARY RESOLUTION (ADVISORY, NON-BINDING VOTE) ON THE DIRECTORS' REMUNERATION REPORT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011. | MGMT | FOR | FOR |
| | | | | 7. ORDINARY RESOLUTION TO APPOINT DELOITTE & TOUCHE LLP AS AUDITORS OF THE COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT GENERAL MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY AND TO AUTHORISE THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF THE COMPANY TO FIX THE AUDITORS' REMUNERATION AND. | MGMT | FOR | FOR |
| | | | | 8. ORDINARY RESOLUTION TO ADOPT AND APPROVE THE PROPOSED AMENDMENT TO AMARIN CORPORATION PLC 2011 STOCK INCENTIVE PLAN. | MGMT | AGAINST | FOR |
| | | | | | | | |
NAME OF COMPANY | TICKER | CUSIP | MTG TYPE | MTG DATE | DESCRIPTION OF VOTE | SPONSOR | VOTE CAST | MGMT RECOM’D VOTE |
VERIFONE SYSTEMS INC. | PAY | 92342Y109 | ANNUAL | 06/27/2012 | 1-DIRECTOR 1)ROBERT W. ALSPAUGH 2)DOUGLAS G. BERGERON 3)DR. LESLIE G. DENEND 4)ALEX W. HART 5)ROBERT B. HENSKE 6)RICHARD A. MCGINN 7)EITAN RAFF 8)JEFFREY E. STIEFLER | MGMT | FOR ALL NOMINEES | FOR ALL NOMINEES |
| | | | | 2. TO HOLD AN ADVISORY VOTE ON COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. | MGMT | FOR | FOR |
| | | | | 3. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS VERIFONE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING OCTOBER 31, 2012. | MGMT | FOR | FOR |
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, there unto duly authorized.
(Registrant) Monetta Fund, Inc.
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By (Signature and Title)* /s/Robert S. Bacarella
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Robert S. Bacarella, President
Date: August 24, 2012
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* Print the name and title of each signing officer under his or her signature.