Capital Appreciation Fund | 07/01/2017 to 06/30/2018 |
ICA File Number: 811-04519 |
Registrant Name: T. Rowe Price Capital Appreciation Fund, Inc. |
Reporting Period: 07/01/2017 - 06/30/2018 |
FORM N-PX |
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT |
INVESTMENT COMPANY |
Investment Company Act file number 811-4519 |
T. Rowe Price Capital Appreciation Fund, Inc. |
(Exact name of registrant as specified in charter) |
100 East Pratt Street Baltimore, Maryland 21202 |
(Address of principal executive offices) |
Ryan Nolan |
100 East Pratt Street |
Baltimore, Maryland 21202 |
(Name and address of agent for service) |
Registrant’s telephone number, including area code: (410) 345-2000 |
Date of fiscal year end: 12/31 |
Date of reporting period: 07/01/2017 to 06/30/2018 |
SIGNATURES |
Pursuant to the requirements of the Investment Company Act of 1940, the |
registrant has duly caused this report to be signed on its behalf by the |
undersigned, thereunto duly authorized. |
(Registrant) T. Rowe Price Capital Appreciation Fund, Inc. |
By (Signature and Title) /s/ Edward C. Bernard |
Edward C. Bernard, Chairman of the Board - T. Rowe Price Funds |
Date August 31, 2018 |
========================== Capital Appreciation Fund =========================== ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 27, 2018 Meeting Type: Annual Record Date: FEB 28, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Alpern For For Management 1.2 Elect Director Roxanne S. Austin For For Management 1.3 Elect Director Sally E. Blount For For Management 1.4 Elect Director Edward M. Liddy For For Management 1.5 Elect Director Nancy McKinstry For For Management 1.6 Elect Director Phebe N. Novakovic For For Management 1.7 Elect Director William A. Osborn For For Management 1.8 Elect Director Samuel C. Scott, III For For Management 1.9 Elect Director Daniel J. Starks For For Management 1.10 Elect Director John G. Stratton For For Management 1.11 Elect Director Glenn F. Tilton For For Management 1.12 Elect Director Miles D. White For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- ADIENT PLC Ticker: ADNT Security ID: G0084W101 Meeting Date: MAR 12, 2018 Meeting Type: Annual Record Date: JAN 12, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John M. Barth For For Management 1b Elect Director Julie L. Bushman For For Management 1c Elect Director Raymond L. Conner For For Management 1d Elect Director Richard Goodman For For Management 1e Elect Director Frederick A. Henderson For For Management 1f Elect Director R. Bruce McDonald For For Management 1g Elect Director Barb J. Samardzich For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- AETNA INC. Ticker: AET Security ID: 00817Y108 Meeting Date: MAR 13, 2018 Meeting Type: Special Record Date: FEB 05, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For Against Management 3 Advisory Vote on Golden Parachutes For For Management -------------------------------------------------------------------------------- AETNA INC. Ticker: AET Security ID: 00817Y108 Meeting Date: MAY 18, 2018 Meeting Type: Annual Record Date: MAR 16, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Fernando Aguirre For For Management 1b Elect Director Mark T. Bertolini For For Management 1c Elect Director Frank M. Clark For For Management 1d Elect Director Molly J. Coye For For Management 1e Elect Director Roger N. Farah For For Management 1f Elect Director Jeffrey E. Garten For For Management 1g Elect Director Ellen M. Hancock For For Management 1h Elect Director Richard J. Harrington For For Management 1i Elect Director Edward J. Ludwig For For Management 1j Elect Director Olympia J. Snowe For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4A Report on Lobbying Payments and Policy Against Against Shareholder 4B Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 06, 2018 Meeting Type: Annual Record Date: APR 18, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Eric E. Schmidt For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director Roger W. Ferguson, Jr. For For Management 1.6 Elect Director Diane B. Greene For For Management 1.7 Elect Director John L. Hennessy For Withhold Management 1.8 Elect Director Ann Mather For Withhold Management 1.9 Elect Director Alan R. Mulally For For Management 1.10 Elect Director Sundar Pichai For For Management 1.11 Elect Director K. Ram Shriram For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 5 Report on Lobbying Payments and Policy Against Against Shareholder 6 Report on Gender Pay Gap Against Against Shareholder 7 Adopt Simple Majority Vote Against Against Shareholder 8 Assess Feasibility of Including Against Against Shareholder Sustainability as a Performance Measure for Senior Executive Compensation 9 Adopt a Policy on Board Diversity Against Against Shareholder 10 Report on Major Global Content Against Against Shareholder Management Controversies -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 30, 2018 Meeting Type: Annual Record Date: APR 05, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeffrey P. Bezos For For Management 1b Elect Director Tom A. Alberg For For Management 1c Elect Director Jamie S. Gorelick For For Management 1d Elect Director Daniel P. Huttenlocher For For Management 1e Elect Director Judith A. McGrath For For Management 1f Elect Director Jonathan J. Rubinstein For For Management 1g Elect Director Thomas O. Ryder For For Management 1h Elect Director Patricia Q. Stonesifer For For Management 1i Elect Director Wendell P. Weeks For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Adopt Policy on Board Diversity None None Shareholder *Withdrawn Resolution* 5 Require Independent Board Chairman Against Against Shareholder 6 Provide Vote Counting to Exclude Against Against Shareholder Abstentions -------------------------------------------------------------------------------- AMCOR LIMITED Ticker: AMC Security ID: Q03080100 Meeting Date: NOV 01, 2017 Meeting Type: Annual Record Date: OCT 30, 2017 # Proposal Mgt Rec Vote Cast Sponsor 2a Elect Paul Brasher as Director For For Management 2b Elect Eva Cheng as Director For For Management 2c Elect Tom Long as Director For For Management 3 Approve the Grant of Options and For For Management Performance Shares to Ron Delia 4 Approve the Potential Termination For For Management Benefits 5 Approve the Remuneration Report For For Management -------------------------------------------------------------------------------- AMERICAN TOWER CORPORATION Ticker: AMT Security ID: 03027X100 Meeting Date: MAY 23, 2018 Meeting Type: Annual Record Date: MAR 28, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gustavo Lara Cantu For For Management 1b Elect Director Raymond P. Dolan For For Management 1c Elect Director Robert D. Hormats For For Management 1d Elect Director Grace D. Lieblein For For Management 1e Elect Director Craig Macnab For For Management 1f Elect Director JoAnn A. Reed For For Management 1g Elect Director Pamela D.A. Reeve For For Management 1h Elect Director David E. Sharbutt For For Management 1i Elect Director James D. Taiclet, Jr. For For Management 1j Elect Director Samme L. Thompson For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ANTHEM, INC. Ticker: ANTM Security ID: 036752103 Meeting Date: MAY 16, 2018 Meeting Type: Annual Record Date: MAR 09, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lewis Hay, III For For Management 1b Elect Director Julie A. Hill For For Management 1c Elect Director Antonio F. Neri For For Management 1d Elect Director Ramiro G. Peru For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Call Special Meeting For For Management 5 Amend Bylaws - Call Special Meetings Against Against Shareholder -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 13, 2018 Meeting Type: Annual Record Date: DEC 15, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James Bell For For Management 1b Elect Director Tim Cook For For Management 1c Elect Director Al Gore For For Management 1d Elect Director Bob Iger For For Management 1e Elect Director Andrea Jung For Against Management 1f Elect Director Art Levinson For For Management 1g Elect Director Ron Sugar For For Management 1h Elect Director Sue Wagner For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Non-Employee Director Omnibus For For Management Stock Plan 5 Proxy Access Amendments Against Against Shareholder 6 Establish Human Rights Committee Against Against Shareholder -------------------------------------------------------------------------------- ARAMARK Ticker: ARMK Security ID: 03852U106 Meeting Date: JAN 31, 2018 Meeting Type: Annual Record Date: DEC 08, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eric J. Foss For For Management 1.2 Elect Director Pierre-Olivier For For Management Beckers-Vieujant 1.3 Elect Director Lisa G. Bisaccia For Withhold Management 1.4 Elect Director Calvin Darden For For Management 1.5 Elect Director Richard W. Dreiling For Withhold Management 1.6 Elect Director Irene M. Esteves For For Management 1.7 Elect Director Daniel J. Heinrich For For Management 1.8 Elect Director Sanjeev K. Mehra For Withhold Management 1.9 Elect Director Patricia B. Morrison For For Management 1.10 Elect Director John A. Quelch For For Management 1.11 Elect Director Stephen I. Sadove For Withhold Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- AUTOZONE, INC. Ticker: AZO Security ID: 053332102 Meeting Date: DEC 20, 2017 Meeting Type: Annual Record Date: OCT 23, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Douglas H. Brooks For For Management 1.2 Elect Director Linda A. Goodspeed For For Management 1.3 Elect Director Earl G. Graves, Jr. For For Management 1.4 Elect Director Enderson Guimaraes For For Management 1.5 Elect Director J. R. Hyde, III For For Management 1.6 Elect Director D. Bryan Jordan For For Management 1.7 Elect Director W. Andrew McKenna For For Management 1.8 Elect Director George R. Mrkonic, Jr. For For Management 1.9 Elect Director Luis P. Nieto For For Management 1.10 Elect Director William C. Rhodes, III For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- BALL CORPORATION Ticker: BLL Security ID: 058498106 Meeting Date: APR 25, 2018 Meeting Type: Annual Record Date: MAR 01, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert W. Alspaugh For For Management 1.2 Elect Director Michael J. Cave For For Management 1.3 Elect Director Pedro Henrique Mariani For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- BECTON, DICKINSON AND COMPANY Ticker: BDX Security ID: 075887109 Meeting Date: JAN 23, 2018 Meeting Type: Annual Record Date: DEC 08, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Catherine M. Burzik For For Management 1.2 Elect Director R. Andrew Eckert For For Management 1.3 Elect Director Vincent A. Forlenza For For Management 1.4 Elect Director Claire M. Fraser For For Management 1.5 Elect Director Christopher Jones For For Management 1.6 Elect Director Marshall O. Larsen For For Management 1.7 Elect Director Gary A. Mecklenburg For For Management 1.8 Elect Director David F. Melcher For For Management 1.9 Elect Director Willard J. Overlock, Jr. For For Management 1.10 Elect Director Claire Pomeroy For For Management 1.11 Elect Director Rebecca W. Rimel For For Management 1.12 Elect Director Timothy M. Ring For For Management 1.13 Elect Director Bertram L. Scott For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- BIOGEN INC. Ticker: BIIB Security ID: 09062X103 Meeting Date: JUN 12, 2018 Meeting Type: Annual Record Date: APR 17, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alexander J. Denner For For Management 1b Elect Director Caroline D. Dorsa For For Management 1c Elect Director Nancy L. Leaming For For Management 1d Elect Director Richard C. Mulligan For For Management 1e Elect Director Robert W. Pangia For For Management 1f Elect Director Stelios Papadopoulos For For Management 1g Elect Director Brian S. Posner For For Management 1h Elect Director Eric K. Rowinsky For For Management 1i Elect Director Lynn Schenk For For Management 1j Elect Director Stephen A. Sherwin For For Management 1k Elect Director Michel Vounatsos For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Proxy Access Right Against Against Shareholder 5 Report on Integrating Risks Related to Against Against Shareholder Drug Pricing into Senior Executive Compensation -------------------------------------------------------------------------------- BOOKING HOLDINGS INC. Ticker: BKNG Security ID: 09857L108 Meeting Date: JUN 07, 2018 Meeting Type: Annual Record Date: APR 12, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Timothy M. Armstrong For For Management 1.2 Elect Director Jeffery H. Boyd For For Management 1.3 Elect Director Jeffrey E. Epstein For For Management 1.4 Elect Director Glenn D. Fogel For For Management 1.5 Elect Director Mirian Graddick-Weir For For Management 1.6 DElect irector James M. Guyette For For Management 1.7 Elect Director Robert J. Mylod, Jr. For For Management 1.8 Elect Director Charles H. Noski For For Management 1.9 Elect Director Nancy B. Peretsman For For Management 1.10 Elect Director Nicholas J. Read For For Management 1.11 Elect Director Thomas E. Rothman For For Management 1.12 Elect Director Craig W. Rydin For For Management 1.13 Elect Director Lynn M. Vojvodich For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- BRITISH AMERICAN TOBACCO PLC Ticker: BATS Security ID: G1510J102 Meeting Date: JUL 19, 2017 Meeting Type: Ordinary Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Merger For For Management -------------------------------------------------------------------------------- CANADIAN NATURAL RESOURCES LIMITED Ticker: CNQ Security ID: 136385101 Meeting Date: MAY 03, 2018 Meeting Type: Annual Record Date: MAR 14, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Catherine M. Best For For Management 1.2 Elect Director N. Murray Edwards For For Management 1.3 Elect Director Timothy W. Faithfull For For Management 1.4 Elect Director Christopher L. Fong For For Management 1.5 Elect Director Gordon D. Giffin For For Management 1.6 Elect Director Wilfred A. Gobert For For Management 1.7 Elect Director Steve W. Laut For For Management 1.8 Elect Director Tim S. McKay For For Management 1.9 Elect Director Frank J. McKenna For For Management 1.10 Elect Director David A. Tuer For For Management 1.11 Elect Director Annette M. Verschuren For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- CIGNA CORPORATION Ticker: CI Security ID: 125509109 Meeting Date: APR 25, 2018 Meeting Type: Annual Record Date: FEB 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Cordani For Against Management 1.2 Elect Director Eric J. Foss For Against Management 1.3 Elect Director Isaiah Harris, Jr. For Against Management 1.4 Elect Director Roman Martinez, IV For Against Management 1.5 Elect Director John M. Partridge For Against Management 1.6 Elect Director James E. Rogers For Against Management 1.7 Elect Director Eric C. Wiseman For Against Management 1.8 Elect Director Donna F. Zarcone For Against Management 1.9 Elect Director William D. Zollars For Against Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Eliminate Supermajority Vote For For Management Requirement to Amend Bylaws -------------------------------------------------------------------------------- CROWN CASTLE INTERNATIONAL CORP. Ticker: CCI Security ID: 22822V101 Meeting Date: MAY 17, 2018 Meeting Type: Annual Record Date: MAR 23, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director P. Robert Bartolo For For Management 1b Elect Director Jay A. Brown For For Management 1c Elect Director Cindy Christy For For Management 1d Elect Director Ari Q. Fitzgerald For For Management 1e Elect Director Robert E. Garrison, II For For Management 1f Elect Director Andrea J. Goldsmith For For Management 1g Elect Director Lee W. Hogan For For Management 1h Elect Director Edward C. Hutcheson, Jr. For For Management 1i Elect Director J. Landis Martin For For Management 1j Elect Director Robert F. McKenzie For For Management 1k Elect Director Anthony J. Melone For For Management 1l Elect Director W. Benjamin Moreland For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CVS HEALTH CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAR 13, 2018 Meeting Type: Special Record Date: FEB 05, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with Merger For For Management 2 Adjourn Meeting For Against Management -------------------------------------------------------------------------------- CVS HEALTH CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: JUN 04, 2018 Meeting Type: Annual Record Date: APR 10, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard M. Bracken For For Management 1b Elect Director C. David Brown, II For For Management 1c Elect Director Alecia A. DeCoudreaux For For Management 1d Elect Director Nancy-Ann M. DeParle For For Management 1e Elect Director David W. Dorman For For Management 1f Elect Director Anne M. Finucane For For Management 1g Elect Director Larry J. Merlo For For Management 1h Elect Director Jean-Pierre Millon For For Management 1i Elect Director Mary L. Schapiro For For Management 1j Elect Director Richard J. Swift For For Management 1k Elect Director William C. Weldon For For Management 1l Elect Director Tony L. White For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for For For Management Shareholders to Call Special Meeting 5 Provide For Confidential Running Vote Against Against Shareholder Tallies On Executive Pay Matters -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 08, 2018 Meeting Type: Annual Record Date: MAR 12, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Ehrlich For For Management 1.2 Elect Director Linda Hefner Filler For For Management 1.3 Elect Director Thomas P. Joyce, Jr. For For Management 1.4 Elect Director Teri List-Stoll For For Management 1.5 Elect Director Walter G. Lohr, Jr. For For Management 1.6 Elect Director Mitchell P. Rales For For Management 1.7 Elect Director Steven M. Rales For For Management 1.8 Elect Director John T. Schwieters For For Management 1.9 Elect Director Alan G. Spoon For For Management 1.10 Elect Director Raymond C. Stevens For For Management 1.11 Elect Director Elias A. Zerhouni For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- DR PEPPER SNAPPLE GROUP, INC. Ticker: DPS Security ID: 26138E109 Meeting Date: JUN 29, 2018 Meeting Type: Annual Record Date: MAY 18, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with Merger For For Management 2 Amend Certificate of Incorporation For For Management 3 Advisory Vote on Golden Parachutes For Against Management 4 Adjourn Meeting For Against Management 5a Elect Director David E. Alexander For For Management 5b Elect Director Antonio Carrillo For For Management 5c Elect Director Jose M. Gutierrez For For Management 5d Elect Director Pamela H. Patsley For For Management 5e Elect Director Ronald G. Rogers For For Management 5f Elect Director Wayne R. Sanders For For Management 5g Elect Director Dunia A. Shive For For Management 5h Elect Director M. Anne Szostak For For Management 5i Elect Director Larry D. Young For For Management 6 Ratify Deloitte & Touche LLP as For For Management Auditors 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Report on Risks Related to Obesity Against Against Shareholder -------------------------------------------------------------------------------- DTE ENERGY COMPANY Ticker: DTE Security ID: 233331107 Meeting Date: MAY 03, 2018 Meeting Type: Annual Record Date: MAR 06, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gerard M. Anderson For For Management 1.2 Elect Director David A. Brandon For For Management 1.3 Elect Director W. Frank Fountain, Jr. For For Management 1.4 Elect Director Charles G. McClure, Jr. For For Management 1.5 Elect Director Gail J. McGovern For For Management 1.6 Elect Director Mark A. Murray For For Management 1.7 Elect Director James B. Nicholson For For Management 1.8 Elect Director Josue Robles, Jr. For For Management 1.9 Elect Director Ruth G. Shaw For For Management 1.10 Elect Director Robert C. Skaggs, Jr. For For Management 1.11 Elect Director David A. Thomas For For Management 1.12 Elect Director James H. Vandenberghe For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Independent Economic Analysis of Early Against Against Shareholder Closure of Fermi 2 Nuclear Plant 6 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- EQUIFAX INC. Ticker: EFX Security ID: 294429105 Meeting Date: MAY 03, 2018 Meeting Type: Annual Record Date: MAR 30, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mark W. Begor For For Management 1b Elect Director Mark L. Feidler For For Management 1c Elect Director G. Thomas Hough For For Management 1d Elect Director Robert D. Marcus For For Management 1e Elect Director Siri S. Marshall For For Management 1f Elect Director Scott A. McGregor For For Management 1g Elect Director John A. McKinley For For Management 1h Elect Director Robert W. Selander For For Management 1i Elect Director Elane B. Stock For For Management 1j Elect Director Mark B. Templeton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- EVERSOURCE ENERGY Ticker: ES Security ID: 30040W108 Meeting Date: MAY 02, 2018 Meeting Type: Annual Record Date: MAR 06, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cotton M. Cleveland For For Management 1.2 Elect Director Sanford Cloud, Jr. For For Management 1.3 Elect Director James S. DiStasio For For Management 1.4 Elect Director Francis A. Doyle For For Management 1.5 Elect Director James J. Judge For For Management 1.6 Elect Director John Y. Kim For For Management 1.7 Elect Director Kenneth R. Leibler For For Management 1.8 Elect Director William C. Van Faasen For For Management 1.9 Elect Director Frederica M. Williams For For Management 1.10 Elect Director Dennis R. Wraase For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- FACEBOOK, INC. Ticker: FB Security ID: 30303M102 Meeting Date: MAY 31, 2018 Meeting Type: Annual Record Date: APR 06, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marc L. Andreessen For For Management 1.2 Elect Director Erskine B. Bowles For For Management 1.3 Elect Director Kenneth I. Chenault For For Management 1.4 Elect Director Susan D. For For Management Desmond-Hellmann 1.5 Elect Director Reed Hastings For For Management 1.6 Elect Director Jan Koum - Withdrawn None None Management Resolution 1.7 Elect Director Sheryl K. Sandberg For For Management 1.8 Elect Director Peter A. Thiel For For Management 1.9 Elect Director Mark Zuckerberg For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 4 Establish Board Committee on Risk Against Against Shareholder Management 5 Adopt Simple Majority Vote Against For Shareholder 6 Report on Major Global Content Against Against Shareholder Management Controversies (Fake News) 7 Report on Gender Pay Gap Against Against Shareholder 8 Report on Responsible Tax Principles Against Against Shareholder -------------------------------------------------------------------------------- FIDELITY NATIONAL INFORMATION SERVICES, INC. Ticker: FIS Security ID: 31620M106 Meeting Date: MAY 30, 2018 Meeting Type: Annual Record Date: APR 02, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ellen R. Alemany For For Management 1b Elect Director Keith W. Hughes For For Management 1c Elect Director David K. Hunt For For Management 1d Elect Director Stephan A. James For For Management 1e Elect Director Leslie M. Muma For For Management 1f Elect Director Gary A. Norcross For For Management 1g Elect Director Louise M. Parent For For Management 1h Elect Director James B. Stallings, Jr. For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- FISERV, INC. Ticker: FISV Security ID: 337738108 Meeting Date: MAY 23, 2018 Meeting Type: Annual Record Date: MAR 23, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alison Davis For For Management 1.2 Elect Director Harry F. DiSimone For For Management 1.3 Elect Director John Y. Kim For For Management 1.4 Elect Director Dennis F. Lynch For For Management 1.5 Elect Director Denis J. O'Leary For For Management 1.6 Elect Director Glenn M. Renwick For For Management 1.7 Elect Director Kim M. Robak For For Management 1.8 Elect Director JD Sherman For For Management 1.9 Elect Director Doyle R. Simons For For Management 1.10 Elect Director Jeffery W. Yabuki For For Management 2 Amend Omnibus Stock Plan For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Ratify Deloitte & Touche LLP as For For Management Auditors 5 Provide For Confidential Running Vote Against Against Shareholder Tallies On Executive Pay Matters -------------------------------------------------------------------------------- FORTIVE CORPORATION Ticker: FTV Security ID: 34959J108 Meeting Date: JUN 05, 2018 Meeting Type: Annual Record Date: APR 09, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Feroz Dewan For For Management 1B Elect Director James A. Lico For For Management 2 Ratify Ernst and Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- GENERAL ELECTRIC COMPANY Ticker: GE Security ID: 369604103 Meeting Date: APR 25, 2018 Meeting Type: Annual Record Date: FEB 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Sebastien M. Bazin For For Management 2 Elect Director W. Geoffrey Beattie For For Management 3 Elect Director John J. Brennan For For Management 4 Elect Director H. Lawrence Culp, Jr. For For Management 5 Elect Director Francisco D'Souza For For Management 6 Elect Director John L. Flannery For For Management 7 Elect Director Edward P. Garden For For Management 8 Elect Director Thomas W. Horton For For Management 9 Elect Director Risa Lavizzo-Mourey For For Management 10 Elect Director James J. Mulva For For Management 11 Elect Director Leslie F. Seidman For For Management 12 Elect Director James S. Tisch For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Amend Nonqualified Employee Stock For For Management Purchase Plan 15 Ratify KPMG LLP as Auditors For For Management 16 Require Independent Board Chairman Against For Shareholder 17 Provide for Cumulative Voting Against Against Shareholder 18 Adjust Executive Compensation Metrics Against Against Shareholder for Share Buybacks 19 Report on Lobbying Payments and Policy Against Against Shareholder 20 Report on Stock Buybacks Against Against Shareholder 21 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- HUMANA INC. Ticker: HUM Security ID: 444859102 Meeting Date: APR 19, 2018 Meeting Type: Annual Record Date: FEB 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Kurt J. Hilzinger For For Management 1b Elect Director Frank J. Bisignano For For Management 1c Elect Director Bruce D. Broussard For For Management 1d Elect Director Frank A. D'Amelio For For Management 1e Elect Director Karen B. DeSalvo For For Management 1f Elect Director W. Roy Dunbar For For Management 1g Elect Director David A. Jones, Jr. For For Management 1h Elect Director William J. McDonald For For Management 1i Elect Director William E. Mitchell For For Management 1j Elect Director David B. Nash For For Management 1k Elect Director James J. O'Brien For For Management 1l Elect Director Marissa T. Peterson For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- INTERCONTINENTAL EXCHANGE, INC. Ticker: ICE Security ID: 45866F104 Meeting Date: MAY 18, 2018 Meeting Type: Annual Record Date: MAR 20, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon Y. Bowen For For Management 1b Elect Director Ann M. Cairns For For Management 1c Elect Director Charles R. Crisp For For Management 1d Elect Director Duriya M. Farooqui For For Management 1e Elect Director Jean-Marc Forneri For For Management 1f Elect Director The Right Hon. the Lord For For Management Hague of Richmond 1g Elect Director Frederick W. Hatfield For For Management 1h Elect Director Thomas E. Noonan For For Management 1i Elect Director Frederic V. Salerno For Against Management 1j Elect Director Jeffrey C. Sprecher For For Management 1k Elect Director Judith A. Sprieser For For Management 1l Elect Director Vincent Tese For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Qualified Employee Stock For For Management Purchase Plan 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- INTUIT INC. Ticker: INTU Security ID: 461202103 Meeting Date: JAN 18, 2018 Meeting Type: Annual Record Date: NOV 20, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Eve Burton For For Management 1b Elect Director Scott D. Cook For For Management 1c Elect Director Richard L. Dalzell For For Management 1d Elect Director Deborah Liu For For Management 1e Elect Director Suzanne Nora Johnson For For Management 1f Elect Director Dennis D. Powell For For Management 1g Elect Director Brad D. Smith For For Management 1h Elect Director Thomas Szkutak For For Management 1i Elect Director Raul Vazquez For For Management 1j Elect Director Jeff Weiner For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Amend Executive Incentive Bonus Plan For For Management 5 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- JOHNSON CONTROLS INTERNATIONAL PLC Ticker: JCI Security ID: G51502105 Meeting Date: MAR 07, 2018 Meeting Type: Annual Record Date: JAN 03, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael E. Daniels For Against Management 1b Elect Director W. Roy Dunbar For For Management 1c Elect Director Brian Duperreault For Against Management 1d Elect Director Gretchen R. Haggerty For For Management 1e Elect Director Simone Menne For For Management 1f Elect Director George R. Oliver For Against Management 1g Elect Director Juan Pablo del Valle For Against Management Perochena 1h Elect Director Jurgen Tinggren For Against Management 1i Elect Director Mark Vergnano For Against Management 1j Elect Director R. David Yost For Against Management 1k Elect Director John D. Young For For Management 2a Ratify PricewaterhouseCoopers LLP as For For Management Auditors 2b Authorize Board to Fix Remuneration of For For Management Auditors 3 Authorize Market Purchases of Company For For Management Shares 4 Determine Price Range for Reissuance For For Management of Treasury Shares 5 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 6 Approve the Directors' Authority to For For Management Allot Shares 7 Approve the Disapplication of For For Management Statutory Pre-Emption Rights 8a Approve Cancellation of Share Premium For For Management Account 8b Approve Amendment of Articles to For For Management Facilitate Capital Reduction -------------------------------------------------------------------------------- MAGNA INTERNATIONAL INC. Ticker: MG Security ID: 559222401 Meeting Date: MAY 10, 2018 Meeting Type: Annual Record Date: MAR 23, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Scott B. Bonham For For Management 1.2 Elect Director Peter G. Bowie For For Management 1.3 Elect Director Mary S. Chan For For Management 1.4 Elect Director Kurt J. Lauk For For Management 1.5 Elect Director Robert F. MacLellan For For Management 1.6 Elect Director Cynthia A. Niekamp For For Management 1.7 Elect Director William A. Ruh For For Management 1.8 Elect Director Indira V. Samarasekera For For Management 1.9 Elect Director Donald J. Walker For For Management 1.10 Elect Director Lawrence D. Worrall For For Management 1.11 Elect Director William L. Young For For Management 2 Approve Deloitte LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- MARSH & MCLENNAN COMPANIES, INC. Ticker: MMC Security ID: 571748102 Meeting Date: MAY 17, 2018 Meeting Type: Annual Record Date: MAR 19, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Anthony K. Anderson For For Management 1b Elect Director Oscar Fanjul For For Management 1c Elect Director Daniel S. Glaser For For Management 1d Elect Director H. Edward Hanway For For Management 1e Elect Director Deborah C. Hopkins For For Management 1f Elect Director Elaine La Roche For For Management 1g Elect Director Steven A. Mills For For Management 1h Elect Director Bruce P. Nolop For For Management 1i Elect Director Marc D. Oken For For Management 1j Elect Director Morton O. Schapiro For For Management 1k Elect Director Lloyd M. Yates For For Management 1l Elect Director R. David Yost For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Amend Qualified Employee Stock For For Management Purchase Plan -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 26, 2018 Meeting Type: Annual Record Date: APR 27, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard Haythornthwaite For For Management 1b Elect Director Ajay Banga For For Management 1c Elect Director Silvio Barzi For For Management 1d Elect Director David R. Carlucci For For Management 1e Elect Director Richard K. Davis For For Management 1f Elect Director Steven J. Freiberg For For Management 1g Elect Director Julius Genachowski For For Management 1h Elect Director Choon Phong Goh For For Management 1i Elect Director Merit E. Janow For For Management 1j Elect Director Nancy Karch For For Management 1k Elect Director Oki Matsumoto For For Management 1l Elect Director Rima Qureshi For For Management 1m Elect Director Jose Octavio Reyes For For Management Lagunes 1n Elect Director Jackson Tai For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 29, 2017 Meeting Type: Annual Record Date: SEP 29, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Reid G. Hoffman For For Management 1.3 Elect Director Hugh F. Johnston For For Management 1.4 Elect Director Teri L. List-Stoll For For Management 1.5 Elect Director Satya Nadella For For Management 1.6 Elect Director Charles H. Noski For For Management 1.7 Elect Director Helmut Panke For For Management 1.8 Elect Director Sandra E. Peterson For For Management 1.9 Elect Director Penny S. Pritzker For For Management 1.10 Elect Director Charles W. Scharf For For Management 1.11 Elect Director Arne M. Sorenson For For Management 1.12 Elect Director John W. Stanton For For Management 1.13 Elect Director John W. Thompson For For Management 1.14 Elect Director Padmasree Warrior For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors 5 Amend Executive Incentive Bonus Plan For For Management 6 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- MONDELEZ INTERNATIONAL, INC. Ticker: MDLZ Security ID: 609207105 Meeting Date: MAY 16, 2018 Meeting Type: Annual Record Date: MAR 12, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lewis W.K. Booth For For Management 1b Elect Director Charles E. Bunch For For Management 1c Elect Director Debra A. Crew For For Management 1d Elect Director Lois D. Juliber For For Management 1e Elect Director Mark D. Ketchum For For Management 1f Elect Director Peter W. May For For Management 1g Elect Director Jorge S. Mesquita For For Management 1h Elect Director Joseph Neubauer For For Management 1i Elect Director Fredric G. Reynolds For For Management 1j Elect Director Christiana S. Shi For For Management 1k Elect Director Patrick T. Siewert For For Management 1l Elect Director Jean-Francois M. L. van For For Management Boxmeer 1m Elect Director Dirk Van de Put For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Assess Environmental Impact of Against Against Shareholder Non-Recyclable Packaging 5 Create a Committee to Prepare a Report Against Against Shareholder Regarding the Impact of Plant Closures on Communities -------------------------------------------------------------------------------- NEXTERA ENERGY, INC. Ticker: NEE Security ID: 65339F101 Meeting Date: MAY 24, 2018 Meeting Type: Annual Record Date: MAR 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sherry S. Barrat For For Management 1b Elect Director James L. Camaren For For Management 1c Elect Director Kenneth B. Dunn For For Management 1d Elect Director Naren K. Gursahaney For For Management 1e Elect Director Kirk S. Hachigian For For Management 1f Elect Director Toni Jennings For For Management 1g Elect Director Amy B. Lane For For Management 1h Elect Director James L. Robo For For Management 1i Elect Director Rudy E. Schupp For For Management 1j Elect Director John L. Skolds For For Management 1k Elect Director William H. Swanson For For Management 1l Elect Director Hansel E. Tookes, II For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- NISOURCE INC. Ticker: NI Security ID: 65473P105 Meeting Date: MAY 08, 2018 Meeting Type: Annual Record Date: MAR 13, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter A. Altabef For For Management 1.2 Elect Director Eric L. Butler For For Management 1.3 Elect Director Aristides S. Candris For For Management 1.4 Elect Director Wayne S. DeVeydt For For Management 1.5 Elect Director Joseph Hamrock For For Management 1.6 Elect Director Deborah A. Henretta For For Management 1.7 Elect Director Michael E. Jesanis For For Management 1.8 Elect Director Kevin T. Kabat For For Management 1.9 Elect Director Richard L. Thompson For For Management 1.10 Elect Director Carolyn Y. Woo For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- O'REILLY AUTOMOTIVE, INC. Ticker: ORLY Security ID: 67103H107 Meeting Date: MAY 08, 2018 Meeting Type: Annual Record Date: FEB 28, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director David O'Reilly For For Management 1b Elect Director Larry O'Reilly For For Management 1c Elect Director Rosalie O'Reilly Wooten For For Management 1d Elect Director Greg Henslee For For Management 1e Elect Director Jay D. Burchfield For For Management 1f Elect Director Thomas T. Hendrickson For For Management 1g Elect Director John R. Murphy For For Management 1h Elect Director Dana M. Perlman For For Management 1i Elect Director Ronald Rashkow For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 02, 2018 Meeting Type: Annual Record Date: MAR 01, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Shona L. Brown For For Management 1b Elect Director George W. Buckley For For Management 1c Elect Director Cesar Conde For For Management 1d Elect Director Ian M. Cook For For Management 1e Elect Director Dina Dublon For For Management 1f Elect Director Richard W. Fisher For For Management 1g Elect Director William R. Johnson For For Management 1h Elect Director Indra K. Nooyi For For Management 1i Elect Director David C. Page For For Management 1j Elect Director Robert C. Pohlad For For Management 1k Elect Director Daniel Vasella For For Management 1l Elect Director Darren Walker For For Management 1m Elect Director Alberto Weisser For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- PERKINELMER, INC. Ticker: PKI Security ID: 714046109 Meeting Date: APR 24, 2018 Meeting Type: Annual Record Date: FEB 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Peter Barrett For For Management 1b Elect Director Samuel R. Chapin For For Management 1c Elect Director Robert F. Friel For For Management 1d Elect Director Sylvie Gregoire For For Management 1e Elect Director Nicholas A. Lopardo For For Management 1f Elect Director Alexis P. Michas For For Management 1g Elect Director Patrick J. Sullivan For For Management 1h Elect Director Frank Witney For For Management 1i Elect Director Pascale Witz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- PERRIGO COMPANY PLC Ticker: PRGO Security ID: G97822103 Meeting Date: JUL 20, 2017 Meeting Type: Annual Record Date: MAY 26, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Bradley A. Alford For For Management 2 Elect Laurie Brlas For For Management 3 Elect Rolf A. Classon For For Management 4 Elect Gary M. Cohen For For Management 5 Elect John T. Hendrickson For For Management 6 Elect Adriana Karaboutis For For Management 7 Elect Jeffrey B. Kindler For For Management 8 Elect Donal O'Connor For For Management 9 Elect Geoffrey M. Parker For For Management 10 Elect Theodore R. Samuels For For Management 11 Elect Jeffrey C. Smith For For Management 12 Ratification of Auditor For For Management 13 Advisory Vote on Executive Compensation For For Management 14 Frequency of Advisory Vote on 1 Year 1 Year Management Executive Compensation 15 Authority to Repurchase Shares For For Management 16 Price Range for Reissuance of Treasury For For Management Shares 17 Proxy Access For For Management -------------------------------------------------------------------------------- PERRIGO COMPANY PLC Ticker: PRGO Security ID: G97822103 Meeting Date: MAY 04, 2018 Meeting Type: Annual Record Date: MAR 06, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bradley A. Alford For For Management 1.2 Elect Director Laurie Brlas For For Management 1.3 Elect Director Rolf A. Classon For For Management 1.4 Elect Director Gary M. Cohen For For Management 1.5 Elect Director Adriana Karaboutis For For Management 1.6 Elect Director Jeffrey B. Kindler For For Management 1.7 Elect Director Donal O'Connor For For Management 1.8 Elect Director Geoffrey M. Parker For For Management 1.9 Elect Director Uwe F. Roehrhoff For For Management 1.10 Elect Director Theodore R. Samuels For For Management 1.11 Elect Director Jeffrey C. Smith For For Management 2 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Authorise Issue of Equity with For For Management Pre-emptive Rights 5 Authorise Issue of Equity without For For Management Pre-emptive Rights -------------------------------------------------------------------------------- PG&E CORPORATION Ticker: PCG Security ID: 69331C108 Meeting Date: MAY 22, 2018 Meeting Type: Annual Record Date: MAR 23, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis Chew For For Management 1.2 Elect Director Fred J. Fowler For For Management 1.3 Elect Director Richard C. Kelly For For Management 1.4 Elect Director Roger H. Kimmel For For Management 1.5 Elect Director Richard A. Meserve For For Management 1.6 Elect Director Forrest E. Miller For For Management 1.7 Elect Director Eric D. Mullins For For Management 1.8 Elect Director Rosendo G. Parra For For Management 1.9 Elect Director Barbara L. Rambo For For Management 1.10 Elect Director Anne Shen Smith For For Management 1.11 Elect Director Geisha J. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Cease Charitable Contributions Against Against Shareholder 5 Amend Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- PHILIP MORRIS INTERNATIONAL INC. Ticker: PM Security ID: 718172109 Meeting Date: MAY 09, 2018 Meeting Type: Annual Record Date: MAR 16, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Harold Brown For For Management 1.2 Elect Director Andre Calantzopoulos For For Management 1.3 Elect Director Louis C. Camilleri For For Management 1.4 Elect Director Massimo Ferragamo For For Management 1.5 Elect Director Werner Geissler For For Management 1.6 Elect Director Lisa A. Hook For For Management 1.7 Elect Director Jennifer Li For For Management 1.8 Elect Director Jun Makihara For For Management 1.9 Elect Director Sergio Marchionne For Against Management 1.10 Elect Director Kalpana Morparia For For Management 1.11 Elect Director Lucio A. Noto For For Management 1.12 Elect Director Frederik Paulsen For For Management 1.13 Elect Director Robert B. Polet For For Management 1.14 Elect Director Stephen M. Wolf For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers SA as For For Management Auditors -------------------------------------------------------------------------------- REPUBLIC SERVICES, INC. Ticker: RSG Security ID: 760759100 Meeting Date: MAY 11, 2018 Meeting Type: Annual Record Date: MAR 14, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Manuel Kadre For For Management 1b Elect Director Tomago Collins For For Management 1c Elect Director Thomas W. Handley For For Management 1d Elect Director Jennifer M. Kirk For For Management 1e Elect Director Michael Larson For For Management 1f Elect Director Kim S. Pegula For For Management 1g Elect Director Ramon A. Rodriguez For For Management 1h Elect Director Donald W. Slager For For Management 1i Elect Director John M. Trani For For Management 1j Elect Director Sandra M. Volpe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Amend Qualified Employee Stock For For Management Purchase Plan 5 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- ROPER TECHNOLOGIES, INC. Ticker: ROP Security ID: 776696106 Meeting Date: JUN 04, 2018 Meeting Type: Annual Record Date: APR 13, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shellye L. Archambeau For For Management 1.2 Elect Director Amy Woods Brinkley For For Management 1.3 Elect Director John F. Fort, III For For Management 1.4 Elect Director Brian D. Jellison For For Management 1.5 Elect Director Robert D. Johnson For For Management 1.6 Elect Director Robert E. Knowling, Jr. For For Management 1.7 Elect Director Wilbur J. Prezzano For For Management 1.8 Elect Director Laura G. Thatcher For For Management 1.9 Elect Director Richard F. Wallman For For Management 1.10 Elect Director Christopher Wright For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Other Business For Against Management -------------------------------------------------------------------------------- STATE STREET CORPORATION Ticker: STT Security ID: 857477103 Meeting Date: MAY 16, 2018 Meeting Type: Annual Record Date: MAR 09, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Kennett F. Burnes For For Management 1b Elect Director Patrick de Saint-Aignan For For Management 1c Elect Director Lynn A. Dugle For For Management 1d Elect Director Amelia C. Fawcett For For Management 1e Elect Director William C. Freda For For Management 1f Elect Director Linda A. Hill For For Management 1g Elect Director Joseph L. Hooley For For Management 1h Elect Director Sara Mathew For For Management 1i Elect Director William L. Meaney For For Management 1j Elect Director Sean O'Sullivan For For Management 1k Elect Director Richard P. Sergel For For Management 1l Elect Director Gregory L. Summe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Adopt Majority Voting Standard for For For Management Specified Corporate Actions 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- SYNCHRONY FINANCIAL Ticker: SYF Security ID: 87165B103 Meeting Date: MAY 17, 2018 Meeting Type: Annual Record Date: MAR 22, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Margaret M. Keane For For Management 1b Elect Director Paget L. Alves For For Management 1c Elect Director Arthur W. Coviello, Jr. For For Management 1d Elect Director William W. Graylin For For Management 1e Elect Director Roy A. Guthrie For For Management 1f Elect Director Richard C. Hartnack For For Management 1g Elect Director Jeffrey G. Naylor For For Management 1h Elect Director Laurel J. Richie For For Management 1i Elect Director Olympia J. Snowe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 26, 2018 Meeting Type: Annual Record Date: FEB 26, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ralph W. Babb, Jr. For For Management 1b Elect Director Mark A. Blinn For For Management 1c Elect Director Todd M. Bluedorn For For Management 1d Elect Director Daniel A. Carp For For Management 1e Elect Director Janet F. Clark For For Management 1f Elect Director Carrie S. Cox For For Management 1g Elect Director Brian T. Crutcher For For Management 1h Elect Director Jean M. Hobby For For Management 1i Elect Director Ronald Kirk For For Management 1j Elect Director Pamela H. Patsley For For Management 1k Elect Director Robert E. Sanchez For For Management 1l Elect Director Richard K. Templeton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Non-Employee Director Omnibus For For Management Stock Plan 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- THE BANK OF NEW YORK MELLON CORPORATION Ticker: BK Security ID: 064058100 Meeting Date: APR 10, 2018 Meeting Type: Annual Record Date: FEB 09, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven D. Black For For Management 1b Elect Director Linda Z. Cook For For Management 1c Elect Director Joseph J. Echevarria For For Management 1d Elect Director Edward P. Garden For For Management 1e Elect Director Jeffrey A. Goldstein For For Management 1f Elect Director John M. Hinshaw For For Management 1g Elect Director Edmund F. "Ted" Kelly For For Management 1h Elect Director Jennifer B. Morgan For For Management 1i Elect Director Mark A. Nordenberg For For Management 1j Elect Director Elizabeth E. Robinson For For Management 1k Elect Director Charles W. Scharf For For Management 1l Elect Director Samuel C. Scott, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Report on and Assess Proxy Voting Against Against Shareholder Policies in Relation to Climate Change Position -------------------------------------------------------------------------------- THE KRAFT HEINZ COMPANY Ticker: KHC Security ID: 500754106 Meeting Date: APR 23, 2018 Meeting Type: Annual Record Date: FEB 22, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory E. Abel For For Management 1b Elect Director Alexandre Behring For For Management 1c Elect Director John T. Cahill For For Management 1d Elect Director Tracy Britt Cool For For Management 1e Elect Director Feroz Dewan For For Management 1f Elect Director Jeanne P. Jackson For For Management 1g Elect Director Jorge Paulo Lemann For For Management 1h Elect Director John C. Pope For For Management 1i Elect Director Marcel Herrmann Telles For For Management 1j Elect Director Alexandre Van Damme For For Management 1k Elect Director George Zoghbi For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Assess Environmental Impact of Against Against Shareholder Non-Recyclable Packaging -------------------------------------------------------------------------------- THE MIDDLEBY CORPORATION Ticker: MIDD Security ID: 596278101 Meeting Date: MAY 08, 2018 Meeting Type: Annual Record Date: MAR 16, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Selim A. Bassoul For For Management 1.2 Elect Director Sarah Palisi Chapin For For Management 1.3 Elect Director Robert B. Lamb For For Management 1.4 Elect Director Cathy L. McCarthy For For Management 1.5 Elect Director John R. Miller, III For For Management 1.6 Elect Director Gordon O'Brien For For Management 1.7 Elect Director Nassem Ziyad For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Sustainability, Including Against Against Shareholder GHG Goals -------------------------------------------------------------------------------- THE PNC FINANCIAL SERVICES GROUP, INC. Ticker: PNC Security ID: 693475105 Meeting Date: APR 24, 2018 Meeting Type: Annual Record Date: FEB 02, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles E. Bunch For For Management 1.2 Elect Director Debra A. Cafaro For For Management 1.3 Elect Director Marjorie Rodgers For For Management Cheshire 1.4 Elect Director William S. Demchak For For Management 1.5 Elect Director Andrew T. Feldstein For For Management 1.6 Elect Director Daniel R. Hesse For For Management 1.7 Elect Director Richard B. Kelson For For Management 1.8 Elect Director Linda R. Medler For For Management 1.9 Elect Director Martin Pfinsgraff For For Management 1.10 Elect Director Donald J. Shepard For For Management 1.11 Elect Director Michael J. Ward For For Management 1.12 Elect Director Gregory D. Wasson For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 23, 2018 Meeting Type: Annual Record Date: MAR 28, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc N. Casper For For Management 1b Elect Director Nelson J. Chai For For Management 1c Elect Director C. Martin Harris For For Management 1d Elect Director Tyler Jacks For For Management 1e Elect Director Judy C. Lewent For For Management 1f Elect Director Thomas J. Lynch For For Management 1g Elect Director Jim P. Manzi For For Management 1h Elect Director Lars R. Sorensen For For Management 1i Elect Director Scott M. Sperling For For Management 1j Elect Director Elaine S. Ullian For For Management 1k Elect Director Dion J. Weisler For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- TOTAL SA Ticker: FP Security ID: F92124100 Meeting Date: JUN 01, 2018 Meeting Type: Annual/Special Record Date: MAY 29, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 2.48 per Share 4 Approve Stock Dividend Program (Cash For For Management or New Shares) 5 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 6 Reelect Patrick Pouyanne as Director For For Management 7 Reelect Patrick Artus as Director For For Management 8 Reelect Anne-Marie Idrac as Director For For Management 9 Approve Auditors' Special Report on For For Management Related-Party Transactions Mentioning the Absence of New Transactions 10 Approve Agreements with Patrick For For Management Pouyanne 11 Approve Compensation of Chairman and For For Management CEO 12 Approve Remuneration Policy of For For Management Chairman and CEO 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights and/or Capitalization of Reserves for Bonus Issue or Increase in Par Value, up to Aggregate Nominal Amount of EUR 2.5 Billion 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 625 Million 15 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements, up to Aggregate Nominal Amount of EUR 625 Million 16 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 17 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 18 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 19 Authorize up to 1 Percent of Issued For For Management Capital for Use in Restricted Stock Plans A Amend Article 11 of Bylaws to Comply Against Against Shareholder with Legal Changes Re: Employee Representatives -------------------------------------------------------------------------------- TYSON FOODS, INC. Ticker: TSN Security ID: 902494103 Meeting Date: FEB 08, 2018 Meeting Type: Annual Record Date: DEC 11, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John Tyson For For Management 1b Elect Director Gaurdie E. Banister, Jr. For Against Management 1c Elect Director Dean Banks For Against Management 1d Elect Director Mike Beebe For Against Management 1e Elect Director Mikel A. Durham For Against Management 1f Elect Director Tom Hayes For For Management 1g Elect Director Kevin M. McNamara For For Management 1h Elect Director Cheryl S. Miller For For Management 1i Elect Director Jeffrey K. Schomburger For For Management 1j Elect Director Robert Thurber For Against Management 1k Elect Director Barbara A. Tyson For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Amend Omnibus Stock Plan For For Management 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Implement a Water Quality Stewardship Against For Shareholder Policy -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 04, 2018 Meeting Type: Annual Record Date: APR 10, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William C. Ballard, Jr. For For Management 1b Elect Director Richard T. Burke For For Management 1c Elect Director Timothy P. Flynn For For Management 1d Elect Director Stephen J. Hemsley For For Management 1e Elect Director Michele J. Hooper For For Management 1f Elect Director F. William McNabb, III For For Management 1g Elect Director Valerie C. Montgomery For For Management Rice 1h Elect Director Glenn M. Renwick For For Management 1i Elect Director Kenneth I. Shine For For Management 1j Elect Director David S. Wichmann For For Management 1k Elect Director Gail R. Wilensky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 30, 2018 Meeting Type: Annual Record Date: DEC 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd A. Carney For For Management 1b Elect Director Mary B. Cranston For For Management 1c Elect Director Francisco Javier For For Management Fernandez-Carbajal 1d Elect Director Gary A. Hoffman For For Management 1e Elect Director Alfred F. Kelly, Jr. For For Management 1f Elect Director John F. Lundgren For For Management 1g Elect Director Robert W. Matschullat For For Management 1h Elect Director Suzanne Nora Johnson For For Management 1i Elect Director John A.C. Swainson For For Management 1j Elect Director Maynard G. Webb, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- WASTE CONNECTIONS, INC. Ticker: WCN Security ID: 94106B101 Meeting Date: MAY 24, 2018 Meeting Type: Annual/Special Record Date: MAR 28, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald J. Mittelstaedt For For Management 1.2 Elect Director Robert H. Davis For For Management 1.3 Elect Director Edward E. "Ned" Guillet For For Management 1.4 Elect Director Michael W. Harlan For For Management 1.5 Elect Director Larry S. Hughes For For Management 1.6 Elect Director Susan "Sue" Lee For For Management 1.7 Elect Director William J. Razzouk For For Management 2 Approve Grant Thornton LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration Auditors 3 Advisory Vote on Executive For For Management Compensation Approach 4 Adopt Share Retention Policy For Against Against Shareholder Senior Executives -------------------------------------------------------------------------------- YUM! BRANDS, INC. Ticker: YUM Security ID: 988498101 Meeting Date: MAY 17, 2018 Meeting Type: Annual Record Date: MAR 19, 2018 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Paget L. Alves For For Management 1b Elect Director Michael J. Cavanagh For For Management 1c Elect Director Christopher M. Connor For For Management 1d Elect Director Brian C. Cornell For For Management 1e Elect Director Greg Creed For For Management 1f Elect Director Tanya L. Domier For For Management 1g Elect Director Mirian M. Graddick-Weir For For Management 1h Elect Director Thomas C. Nelson For For Management 1i Elect Director P. Justin Skala For For Management 1j Elect Director Elane B. Stock For For Management 1k Elect Director Robert D. Walter For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation ================================ END NPX REPORT ================================