UNITED STATES
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 811-04704
Sims Total Return Fund, Inc.
(Exact name of registrant as specified in charter)
225 East Mason Street, Suite 802, Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)
David C. Sims, President
Sims Capital Management LLC
225 East Mason Street, Suite 802
Milwaukee, WI, 53202
(Name and address of agent for service)
Registrant's telephone number, including area code: (414) 765-1107
Date of fiscal year end: June 30
Date of reporting period: July 1, 2015 – June 30, 2016
Item 1. Proxy Voting Record
PROXY VOTING RECORD | |||||
Name of Fund: | Sims Total Return Fund | ||||
Period: | July 1, 2015 - June 30, 2016 | ||||
Company Name | Meeting Date | Shares Voted | CUSIP | Ticker | |
Lions Gate Entertainment Corp. | 9/15/15 | 12,000 | 535919203 | LGF | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 12 Nominees | Issuer | ||
For | For | 2. Proposal to reappoint Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending March 31, 2016. | Issuer | ||
For | For | 3. Proposal to conduct an advisory vote to approve executive compensation | Issuer | ||
For | For | 4. In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting | Issuer | ||
Smith & Wesson Holding Corporation | 9/15/15 | 20,000 | 831756101 | SWHC | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 9 Nominees | Issuer | ||
For | For | 2. To provide a non-binding advisory vote on the compensation of our named executive officers for fiscal 2015 ("Say-on-Pay) | Issuer | ||
For | For | 3. To ratify the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as the independent registered public accountant of our Company for the fiscal year ending April 30, 2016 | Issuer | ||
Cisco Systems, Inc. | 11/19/15 | 15,000 | 17275R102 | CSCO | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-k. DIRECTORS / All 11 Nominees | Issuer | ||
For | For | 2. Approval, on an advisory basis, of executive compensation | Issuer | ||
For | For | 3. Ratification of PriceWaterhouseCoopers LLP as Cisco's independent registered public accounting firm for fiscal 2016 | Issuer | ||
Against | Against | 4. Approval to request the Board make efforts to implement a set of principles called "Holy Land Principles" applicable to corporations doing business in Palestine-Israel | Shareholder | ||
Against | Against | 5. Approval to request the Board to adopt, and present for shareholder approval a "proxy access" bylaw amendment | Shareholder | ||
Schlumberger Limited | 4/6/16 | 4,000 | 806857108 | SLB | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-j. DIRECTORS / All 10 Nominees | Issuer | ||
For | For | 2. To approve, on an advisory basis, the Company's executive compensation | Issuer | ||
For | For | 3. To approve the Company's 2015 financial statements and the Board's 2015 declarations of dividends | Issuer | ||
For | For | 4. To approve the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2016 | Issuer | ||
For | For | 5. To approve amendments to the Company's Articles of Incorporation to allow the Board to fix the authorized number of directors at a meeting subject to stockholder approval and to reflect changes to the Curacao Civil Code | Issuer | ||
For | For | 6. To approve a resolution to fix the number of directors constituting the Board of Directors at not more than 12, subject to approval of Item 5 | Issuer | ||
For | For | 7. To approve our Amended and Restated French Sub-Plan for purposes of qualification under French law, to provide recipients of equity grants thereunder with preferential tax treatment under French law | Issuer | ||
U.S. Bancorp | 4/19/16 | 10,000 | 902973304 | USB | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-n. DIRECTORS / All 14 Nominees | Issuer | ||
For | For | 2. The ratification of the selection of Ernst & Young LLP as our independent auditor for the 2016 fiscal year | Issuer | ||
For | For | 3. An advisory vote to approve the compensation of our executives disclosed in the proxy statement | Issuer | ||
Against | Against | 4. Shareholder proposal: A shareholder proposal seeking the adoption of a policy requiring that the Chairman of the Board be an independent director | Shareholder | ||
Against | Against | 5. Shareholder proposal: A shareholder proposal seeking the adoption of a policy requiring senior executives to retain a significant percentage of shares acquired as equity compensation | Shareholder | ||
Newmont Mining Corp. | 4/20/16 | 25,000 | 651639106 | NEM | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a.-j. DIRECTORS / 10 Nominees | Issuer | ||
For | For | 2. Ratify appointment of independent registered public accounting firm for 2016 | Issuer | ||
For | For | 3. Approve on an advisory basis, named executive officer compensation | Issuer | ||
Pfizer, Inc. | 4/28/16 | 13,000 | 717081103 | PFE | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-k. DIRECTORS / All 11 Nominees | Issuer | ||
For | For | 2. Ratify the selection of KPMG LLP as independent registered public accounting firm for 2016 | Issuer | ||
For | For | 3. Advisory approval of executive compensation | Issuer | ||
Against | Against | 4. Shareholder proposal regarding report on lobbying activities | Shareholder | ||
Against | Against | 5. Shareholder proposal regarding policy on director elections | Shareholder | ||
Against | Against | 6. Shareholder proposal regarding right to act by written consent | Shareholder | ||
Against | Against | 7. Shareholder proposal regarding certain taxable events | Shareholder | ||
Encana Corporation | 5/3/16 | 30,000 | 292505104 | ECA | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1-11. DIRECTORS / All 11 Nominees | Issuer | ||
For | For | 12. Appointment of auditor - PriceWaterhouseCoopers LLP at a remuneration to be fixed by the Board of Directors | Issuer | ||
For | For | 13. Advisory vote approving the Corporation's approach to executive compensation | Issuer | ||
For | For | 14. Amendment and reconfirmation of the shareholder rights plan | Issuer | ||
Abbott Laboratories | 4/29/16 | 7,000 | 002824100 | ABT | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS/All 11 Nominees | Issuer | ||
For | For | 2. Ratification of Ernst & Young LLP as auditors | Issuer | ||
For | For | 3. Say on Pay - An advisory vote to approve executive compensation | Issuer | ||
General Electric Company | 4/27/16 | 11,000 | 369604103 | GE | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | A1-16. DIRECTORS/All 16 Nominees | Issuer | ||
For | For | B1. Advisory approval of our named executives' compensation | Issuer | ||
For | For | B2. Ratification of KPMG as independent auditor for 2016 | Issuer | ||
Against | Against | C1. Lobbying report | Shareholder | ||
Against | Against | C2. Independent chair | Shareholder | ||
Against | Against | C3. Holy Land principals | Shareholder | ||
Against | Against | C4. Cumulative voting | Shareholder | ||
Against | Against | C5. Performance-based options | Shareholder | ||
Against | Against | C6. Human rights report | Shareholder | ||
Abbvie, Inc. | 5/6/16 | 5,000 | 00287Y109 | ABBV | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS/All 3 Nominees | Issuer | ||
For | For | 2. Ratification of Ernst & Young as Abbvie's independent registered public accounting firm for 2016 | Issuer | ||
For | For | 3. Say on Pay - An advisory vote on the approval of executive compensation | Issuer | ||
For | For | 4. Approval of a managemnt proposal regarding the annual election of directors | Issuer | ||
For | For | 5. Approval of the material terms of Performance goals under the Abbvie Performance Incentive Plan | Issuer | ||
Against | Against | 6. Stockholder proposal - Drug disposal report | Shareholder | ||
Against | Against | 7. Stockhodler proposal - Lobbying report | Shareholder | ||
Alcoa, Inc. | 5/6/16 | 10,000 | 013817101 | AA | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 5 Nominees | Issuer | ||
For | For | 2. Ratification of the appointment of PricewaterhouseCoopers, LLP as the company's independent registered public accounting firm for 2016 | Issuer | ||
For | For | 3. Advisory vote to approve executive compensation | Issuer | ||
For | For | 4. Approval of 2013 Alcoa Stock Incentive Plan, as amended and restated, including approval of material terms under Code Section 162(M) | Issuer | ||
For | For | 5. Re-approval of the material terms of the performance goals under the Alcoa, Inc. 162(M) compliant annual cash incentive plan, as amended and restated. | Issuer | ||
Against | Against | 6. Shareholder proposal (independent board chairman) | Shareholder | ||
Apache Corporation | 5/12/16 | 2,000 | 037411105 | APA | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1-5. DIRECTORS / All 5 Nominees | Issuer | ||
For | For | 6. Advisory vote to approve compensation of Apache's named executive officers | Issuer | ||
For | For | 7. Approval of Apache's 2016 Omnibus Compensation Plan | Issuer | ||
ConocoPhillips | 5/10/16 | 6,000 | 20825C104 | COP | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-k. DIRECTORS/All 11 Nominees | Issuer | ||
For | For | 2. Proposal to ratify appointment of Ernst & Young, LLP as ConocoPhillips' independent registered public account firm for 2016 | Issuer | ||
For | 3. Advisory approval of executive compensation | Issuer | |||
Against | Against | 4. Report on lobbying expenditures | Shareholder | ||
Against | Against | 5. Partial deferral of annual bonus based on reserves metrics | Shareholder | ||
Mondelez International,Inc. | 5/18/16 | 11,000 | 609207105 | MDLZ | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-m. DIRECTORS/All 13 Nominees | Issuer | ||
For | For | 2. Advisory vote to approve executive compensation | Issuer | ||
For | For | 3. Ratification of PricewaterhouseCoopers, LLP as independent registered public accountants for fiscal year ending December 31, 2016 | Issuer | ||
Against | Against | 4. Shareholder proposal report on packaging | Shareholder | ||
Against | Against | 5. Shareholder proposal vesting of equity awards in a change in control | Shareholder | ||
Against | Against | 6. Shareholder proposal policy on mediation | Shareholder | ||
Verizon Communications | 5/5/16 | 6,000 | 92343V104 | VZ | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a-m. DIRECTORS / All 13 Nominees | Issuer | ||
For | For | 2. Ratification of appointment of independent registered public accounting firm | Issuer | ||
For | For | 3. Advisory vote to approve executive compensation | Issuer | ||
Against | Against | 4. Renewable energy targets | Shareholder | ||
Against | Against | 5. Indirect political spending report | Shareholder | ||
Against | Against | 6. Lobbying activities report | Shareholder | ||
Against | Against | 7. Independent chair policy | Shareholder | ||
Against | Against | 8. Severance approval policy | Shareholder | ||
Against | Against | 9. Stock retention policy | Shareholder | ||
Exxon Mobil Corporation | 5/25/16 | 2,000 | 30231G102 | XOM | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 14 Nominees | Issuer | ||
For | For | 2. Ratification of independent auditors | Issuer | ||
For | For | 3. Advisory vote to approve executive compensation | Issuer | ||
Against | Against | 4. Independent chairman | Shareholder | ||
Against | Against | 5. Climate expert on Board | Shareholder | ||
Against | Against | 6. Hire an investment bank | Shareholder | ||
Against | Against | 7. Proxy access bylaw | Shareholder | ||
Against | Against | 8. Report on compensation for women | Shareholder | ||
Against | Against | 9. Report on lobbying | Shareholder | ||
Against | Against | 10. Increase capital distributions | Shareholder | ||
Against | Against | 11. Policy to limit global warming | Shareholder | ||
Against | Against | 12. Report on impacts of climate change policies | Shareholder | ||
Against | Against | 13. Report reserve replacements in BTUs | Shareholder | ||
Against | Against | 14. Report on hydraulic fracturing | Shareholder | ||
Royal Dutch Shell PLC | 5/24/16 | 6,000 | 780259206 | RDS/A | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. Receipt of annual report & accounts | Issuer | ||
For | For | 2. Approval of Director's remuneration report | Issuer | ||
For | For | 3-13, DIRECTORS / All 11 Nominees | Issuer | ||
For | For | 14. Reapppointment of Auditor | Issuer | ||
For | For | 15. Remuneration of auditor | Issuer | ||
For | For | 16. Authority to allot shares | Issuer | ||
For | For | 17. Disapplication of pre-emption rights | Issuer | ||
For | For | 18. Authority to purchase own shares | Issuer | ||
Against | Against | 19. Shareholder resolution | Shareholder | ||
Wal-Mart Stores, Inc. | 6/3/16 | 7,000 | 931142103 | WMT | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 12 Nominees | Issuer | ||
For | For | 2. Advisory vote to approve named executive officer compensation | Issuer | ||
For | For | 3. Approval of the Wal-Mart, Inc. 2016 Associate Stock Purchase Plan | Issuer | ||
For | For | 4. Ratification of Ernst & Young LLP as independent accountants | Issuer | ||
Against | Against | 5. Request to adopt an independent chairman policy | Shareholder | ||
Against | Against | 6. Request for annual report regarding Incentive Compensation Plans | Shareholder | ||
Against | Against | 7, Request for report regarding citeria for operating in high-risk regions | Shareholder | ||
Silver Wheaton Corp. | 5/25/16 | 20,000 | 828336107 | SLW | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1. DIRECTORS / All 9 Nominees | Issuer | ||
For | For | 2. In respect of the appointment of Deloitte LLP, independent registered public accounting firm, as auditors of the company and authorizing the directors to fix their remuneration | Issuer | ||
For | For | 3. A non-binding advisory resolution accepting the Company's approach to executive compensation | Issuer | ||
Dollar Tree, Inc. | 6/16/16 | 4,000 | 256746108 | DLTR | |
Vote Cast | Management Vote | Proposal | Proposed by Issuer or Security Holder | ||
For | For | 1a.-k. DIRECTORS / All 11 Nominees | Issuer | ||
For | For | 2. To approve, on an advisory basis, the compensation of the company's named executive officers | Issuer | ||
For | For | 3. To ratify the selection of KPMG LLP as the company's independent registered public accounting firm | Issuer | ||
For | For | 4. To approve the material terms of the performance goals under the omnibus incentive plan | Issuer |
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) Sims Total Return Fund, Inc.
By (Signature and Title) /s/ Luke E. Sims, President and CEO
Date July 31, 2016