UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number 811-4946
THOMPSON IM FUNDS, INC.
(Exact name of registrant as specified in charter)
1255 Fourier Dr.
Suite 200
Madison, Wisconsin 53717
(Address of principal executive offices)--(Zip code)
Jason L. Stephens
Chief Executive Officer
Thompson IM Funds, Inc.
1255 Fourier Dr.
Suite 200
Madison, Wisconsin 53717
(Name and address of agent for service)
Registrant's telephone number, including area code: (608) 827-5700
Date of fiscal year end: 11/30
Date of reporting period: 07/01/2018-06/30/2019
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 (§§ 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 (17 CFR 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. § 3507.
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MCKESSON CORPORATION |
| Security | 58155Q103 | Meeting Type | Annual |
| Ticker Symbol | MCK | Meeting Date | 25-Jul-2018 |
| ISIN | US58155Q1031 | Agenda | 934848411 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: N. Anthony Coles, M.D. | Management | For | For |
| 1b. | Election of Director: John H. Hammergren | Management | For | For |
| 1c. | Election of Director: M. Christine Jacobs | Management | For | For |
| 1d. | Election of Director: Donald R. Knauss | Management | For | For |
| 1e. | Election of Director: Marie L. Knowles | Management | For | For |
| 1f. | Election of Director: Bradley E. Lerman | Management | For | For |
| 1g. | Election of Director: Edward A. Mueller | Management | For | For |
| 1h. | Election of Director: Susan R. Salka | Management | For | For |
| 2. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as the company's independent registered public | | | |
| accounting firm for the fiscal year ending March 31, 2019. | | | |
| 3. | Advisory vote on executive compensation. | Management | For | For |
| 4. | Shareholder proposal on disclosure of lobbying activities | Shareholder | For | Against |
| and expenditures. | | | |
| 5. | Shareholder proposal on accelerated vesting of equity | Shareholder | For | Against |
| awards. | | | |
| 6. | Shareholder proposal on policy to use GAAP financial | Shareholder | For | Against |
| metrics for purposes of determining executive | | | |
| compensation. | | | |
| 7. | Shareholder proposal on the ownership threshold for | Shareholder | Against | For |
| calling special meetings of shareholders. | | | |
| EXACT SCIENCES CORPORATION |
| Security | 30063P105 | Meeting Type | Annual |
| Ticker Symbol | EXAS | Meeting Date | 26-Jul-2018 |
| ISIN | US30063P1057 | Agenda | 934851456 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Thomas D. Carey | | For | For |
| 2 | Daniel J. Levangie | | For | For |
| 3 | Michael S. Wyzga | | For | For |
| 2. | Proposal to ratify the selection of BDO USA, LLP as our | Management | For | For |
| independent registered public accounting firm for 2018. | | | |
| 3. | Proposal to approve on an advisory basis the | Management | Against | Against |
| compensation of the Company's named executive | | | |
| officers. | | | |
| THE WALT DISNEY COMPANY |
| Security | 254687106 | Meeting Type | Special |
| Ticker Symbol | DIS | Meeting Date | 27-Jul-2018 |
| ISIN | US2546871060 | Agenda | 934854197 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | To approve the issuance of common stock, par value | Management | For | For |
| $0.01 per share, of TWDC Holdco 613 Corp. ("New | | | |
| Disney"), to stockholders of Twenty-First Century Fox, | | | |
| Inc. ("21CF") contemplated by the Amended and | | | |
| Restated Agreement and Plan of Merger, dated as of | | | |
| June 20, 2018, as it may be amended from time to time, | | | |
| by and among 21CF, a Delaware corporation, Disney, a | | | |
| Delaware corporation, New Disney, a Delaware | | | |
| corporation and a wholly owned subsidiary of Disney, | | | |
| WDC Merger Enterprises I, Inc., a ...(due to space limits, | | | |
| see proxy statement for full proposal). | | | |
| 2. | To approve adjournments of the Disney special meeting, | Management | For | For |
| if necessary or appropriate, to solicit additional proxies if | | | |
| there are insufficient votes at the time of the Disney | | | |
| special meeting to approve the share issuance proposal. | | | |
Page 1 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| EXPRESS SCRIPTS HOLDING COMPANY |
| Security | 30219G108 | Meeting Type | Special |
| Ticker Symbol | ESRX | Meeting Date | 24-Aug-2018 |
| ISIN | US30219G1085 | Agenda | 934858309 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | A proposal to adopt the Agreement and Plan of Merger, | Management | For | For |
| dated as of March 8, 2018, as amended by Amendment | | | |
| No. 1, dated as of June 27, 2018, and as it may be | | | |
| further amended from time to time (the "Merger | | | |
| Agreement"), by and among Cigna Corporation, Express | | | |
| Scripts Holding Company ("Express Scripts"), Halfmoon | | | |
| Parent, Inc., Halfmoon I, Inc. and Halfmoon II, Inc. | | | |
| 2. | A proposal to approve the adjournment of the Express | Management | For | For |
| Scripts special meeting, if necessary or appropriate, to | | | |
| solicit additional proxies if there are not sufficient votes to | | | |
| approve the proposal to adopt the Merger Agreement. | | | |
| 3. | A proposal to approve, by a non-binding advisory vote, | Management | For | For |
| certain compensation arrangements that may be paid or | | | |
| become payable to Express Scripts' named executive | | | |
| officers in connection with the mergers contemplated by | | | |
| the Merger Agreement. | | | |
| ZIONS BANCORPORATION |
| Security | 989701107 | Meeting Type | Special |
| Ticker Symbol | ZION | Meeting Date | 14-Sep-2018 |
| ISIN | US9897011071 | Agenda | 934863324 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | RESTRUCTURING PROPOSAL. To approve the | Management | For | For |
| Agreement and Plan of Merger, dated as of April 5, 2018, | | | |
| by and between the Company and its wholly-owned | | | |
| subsidiary, ZB, N.A., as amended and restated July 10, | | | |
| 2018 and as such plan of merger may be amended from | | | |
| time to time. | | | |
| 2. | ADJOURNMENT PROPOSAL. To authorize the Board of | Management | For | For |
| Directors to adjourn or postpone the special meeting to a | | | |
| later date, if necessary or appropriate, including | | | |
| adjournments to permit further solicitation of proxies in | | | |
| favor of the restructuring proposal or to vote on other | | | |
| matters properly brought before the special meeting. | | | |
| 3. | OTHER BUSINESS. On any other matter properly | Management | No Action | N/A |
| presented for action by shareholders at the special | | | |
| meeting, such as any matters incident to the conduct of | | | |
| the meeting, the proxies are authorized to vote the | | | |
| shares represented by this appointment of proxy | | | |
| according to their best judgment. | | | |
Page 2 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| FEDEX CORPORATION |
| Security | 31428X106 | Meeting Type | Annual |
| Ticker Symbol | FDX | Meeting Date | 24-Sep-2018 |
| ISIN | US31428X1063 | Agenda | 934865594 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: John A. Edwardson | Management | For | For |
| 1b. | Election of Director: Marvin R. Ellison | Management | For | For |
| 1c. | Election of Director: Susan Patricia Griffith | Management | For | For |
| 1d. | Election of Director: John C. ("Chris") Inglis | Management | For | For |
| 1e. | Election of Director: Kimberly A. Jabal | Management | For | For |
| 1f. | Election of Director: Shirley Ann Jackson | Management | For | For |
| 1g. | Election of Director: R. Brad Martin | Management | For | For |
| 1h. | Election of Director: Joshua Cooper Ramo | Management | For | For |
| 1i. | Election of Director: Susan C. Schwab | Management | For | For |
| 1j. | Election of Director: Frederick W. Smith | Management | For | For |
| 1k. | Election of Director: David P. Steiner | Management | For | For |
| 1l. | Election of Director: Paul S. Walsh | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| 3. | Ratification of independent registered public accounting | Management | For | For |
| firm. | | | |
| 4. | Stockholder proposal regarding lobbying activity and | Shareholder | For | Against |
| expenditure report. | | | |
| 5. | Stockholder proposal regarding shareholder right to act | Shareholder | Against | For |
| by written consent. | | | |
| 6. | Stockholder proposal regarding shareholder approval of | Shareholder | Against | For |
| bylaw changes. | | | |
| THE PROCTER & GAMBLE COMPANY |
| Security | 742718109 | Meeting Type | Annual |
| Ticker Symbol | PG | Meeting Date | 09-Oct-2018 |
| ISIN | US7427181091 | Agenda | 934870115 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Francis S. Blake | Management | For | For |
| 1b. | Election of Director: Angela F. Braly | Management | For | For |
| 1c. | Election of Director: Amy L. Chang | Management | For | For |
| 1d. | Election of Director: Kenneth I. Chenault | Management | For | For |
| 1e. | Election of Director: Scott D. Cook | Management | For | For |
| 1f. | Election of Director: Joseph Jimenez | Management | For | For |
| 1g. | Election of Director: Terry J. Lundgren | Management | For | For |
| 1h. | Election of Director: W. James McNerney, Jr. | Management | For | For |
| 1i. | Election of Director: Nelson Peltz | Management | For | For |
| 1j. | Election of Director: David S. Taylor | Management | For | For |
| 1k. | Election of Director: Margaret C. Whitman | Management | For | For |
| 1l. | Election of Director: Patricia A. Woertz | Management | For | For |
| 1m. | Election of Director: Ernesto Zedillo | Management | For | For |
| 2. | Ratify Appointment of the Independent Registered Public | Management | For | For |
| Accounting Firm | | | |
| 3. | Advisory Vote on the Company's Executive | Management | Against | Against |
| Compensation (the "Say on Pay" vote) | | | |
Page 3 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MAXIM INTEGRATED PRODUCTS, INC. |
| Security | 57772K101 | Meeting Type | Annual |
| Ticker Symbol | MXIM | Meeting Date | 08-Nov-2018 |
| ISIN | US57772K1016 | Agenda | 934880142 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: William P. Sullivan | Management | For | For |
| 1b. | Election of Director: Tunc Doluca | Management | For | For |
| 1c. | Election of Director: Tracy C. Accardi | Management | For | For |
| 1d. | Election of Director: James R. Bergman | Management | For | For |
| 1e. | Election of Director: Joseph R. Bronson | Management | For | For |
| 1f. | Election of Director: Robert E. Grady | Management | For | For |
| 1g. | Election of Director: William D. Watkins | Management | For | For |
| 1h. | Election of Director: MaryAnn Wright | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as Maxim Integrated's independent registered public | | | |
| accounting firm for the fiscal year ending June 29, 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| ORACLE CORPORATION |
| Security | 68389X105 | Meeting Type | Annual |
| Ticker Symbol | ORCL | Meeting Date | 14-Nov-2018 |
| ISIN | US68389X1054 | Agenda | 934879656 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Jeffrey S. Berg | | For | For |
| 2 | Michael J. Boskin | | For | For |
| 3 | Safra A. Catz | | For | For |
| 4 | Bruce R. Chizen | | For | For |
| 5 | George H. Conrades | | For | For |
| 6 | Lawrence J. Ellison | | For | For |
| 7 | Hector Garcia-Molina | | For | For |
| 8 | Jeffrey O. Henley | | For | For |
| 9 | Mark V. Hurd | | For | For |
| 10 | Renee J. James | | For | For |
| 11 | Charles W. Moorman IV | | For | For |
| 12 | Leon E. Panetta | | For | For |
| 13 | William G. Parrett | | For | For |
| 14 | Naomi O. Seligman | | For | For |
| 2. | Advisory Vote to Approve the Compensation of the | Management | Against | Against |
| Named Executive Officers. | | | |
| 3. | Ratification of the Selection of Ernst & Young LLP as | Management | For | For |
| Independent Registered Public Accounting Firm for Fiscal | | | |
| Year 2019. | | | |
| 4. | Stockholder Proposal Regarding Pay Equity Report. | Shareholder | Against | For |
| 5. | Stockholder Proposal Regarding Political Contributions | Shareholder | For | Against |
| Report. | | | |
| 6. | Stockholder Proposal Regarding Lobbying Report. | Shareholder | For | Against |
| 7. | Stockholder Proposal Regarding Independent Board | Shareholder | Against | For |
| Chair. | | | |
| VIAVI SOLUTIONS INC. |
| Security | 925550105 | Meeting Type | Annual |
| Ticker Symbol | VIAV | Meeting Date | 14-Nov-2018 |
| ISIN | US9255501051 | Agenda | 934881992 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Richard E. Belluzzo | | For | For |
| 2 | Keith Barnes | | For | For |
| 3 | Laura Black | | For | For |
| 4 | Tor Braham | | For | For |
| 5 | Timothy Campos | | For | For |
| 6 | Donald Colvin | | For | For |
| 7 | Masood A. Jabbar | | For | For |
| 8 | Oleg Khaykin | | For | For |
| 2. | Ratification of the appointment of Pricewaterhouse | Management | For | For |
| Cooper LLP as the independent registered public | | | |
| accounting firm for the fiscal year ending June 29, 2019. | | | |
| 3. | The approval of, on an advisory basis, the compensation | Management | For | For |
| of the Company's named executive officers for the fiscal | | | |
| year ended June 30, 2018. | | | |
Page 4 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MICROSOFT CORPORATION |
| Security | 594918104 | Meeting Type | Annual |
| Ticker Symbol | MSFT | Meeting Date | 28-Nov-2018 |
| ISIN | US5949181045 | Agenda | 934884544 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: William H. Gates lll | Management | For | For |
| 1b. | Election of Director: Reid G. Hoffman | Management | For | For |
| 1c. | Election of Director: Hugh F. Johnston | Management | For | For |
| 1d. | Election of Director: Teri L. List-Stoll | Management | For | For |
| 1e. | Election of Director: Satya Nadella | Management | For | For |
| 1f. | Election of Director: Charles H. Noski | Management | For | For |
| 1g. | Election of Director: Helmut Panke | Management | For | For |
| 1h. | Election of Director: Sandra E. Peterson | Management | For | For |
| 1i. | Election of Director: Penny S. Pritzker | Management | For | For |
| 1j. | Election of Director: Charles W. Scharf | Management | For | For |
| 1k. | Election of Director: Arne M. Sorenson | Management | For | For |
| 1l. | Election of Director: John W. Stanton | Management | For | For |
| 1m. | Election of Director: John W. Thompson | Management | For | For |
| 1n. | Election of Director: Padmasree Warrior | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | For | For |
| compensation | | | |
| 3. | Ratification of Deloitte & Touche LLP as our independent | Management | For | For |
| auditor for fiscal year 2019 | | | |
| CISCO SYSTEMS, INC. |
| Security | 17275R102 | Meeting Type | Annual |
| Ticker Symbol | CSCO | Meeting Date | 12-Dec-2018 |
| ISIN | US17275R1023 | Agenda | 934891614 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: M. Michele Burns | Management | For | For |
| 1b. | Election of Director: Michael D. Capellas | Management | For | For |
| 1c. | Election of Director: Mark Garrett | Management | For | For |
| 1d. | Election of Director: Dr. Kristina M. Johnson | Management | For | For |
| 1e. | Election of Director: Roderick C. McGeary | Management | For | For |
| 1f. | Election of Director: Charles H. Robbins | Management | For | For |
| 1g. | Election of Director: Arun Sarin | Management | For | For |
| 1h. | Election of Director: Brenton L. Saunders | Management | For | For |
| 1i. | Election of Director: Steven M. West | Management | For | For |
| 2. | Approval of amendment and restatement of the | Management | For | For |
| Employee Stock Purchase Plan. | | | |
| 3. | Approval, on an advisory basis, of executive | Management | Against | Against |
| compensation. | | | |
| 4. | Ratification of PricewaterhouseCoopers LLP as Cisco's | Management | For | For |
| independent registered public accounting firm for fiscal | | | |
| 2019. | | | |
| 5. | Approval to have Cisco's Board adopt a policy to have an | Shareholder | Against | For |
| independent Board chairman. | | | |
| 6. | Approval to have Cisco's Board adopt a proposal relating | Shareholder | For | Against |
| to executive compensation metrics. | | | |
Page 5 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| WALGREENS BOOTS ALLIANCE, INC. |
| Security | 931427108 | Meeting Type | Annual |
| Ticker Symbol | WBA | Meeting Date | 25-Jan-2019 |
| ISIN | US9314271084 | Agenda | 934909827 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jose E. Almeida | Management | For | For |
| 1b. | Election of Director: Janice M. Babiak | Management | For | For |
| 1c. | Election of Director: David J. Brailer | Management | For | For |
| 1d. | Election of Director: William C. Foote | Management | For | For |
| 1e. | Election of Director: Ginger L. Graham | Management | For | For |
| 1f. | Election of Director: John A. Lederer | Management | For | For |
| 1g. | Election of Director: Dominic P. Murphy | Management | For | For |
| 1h. | Election of Director: Stefano Pessina | Management | For | For |
| 1i. | Election of Director: Leonard D. Schaeffer | Management | For | For |
| 1j. | Election of Director: Nancy M. Schlichting | Management | For | For |
| 1k. | Election of Director: James A. Skinner | Management | For | For |
| 2. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as the independent registered public accounting firm for | | | |
| fiscal year 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| 4. | Approval of the amendment and restatement of the | Management | For | For |
| Walgreens Boots Alliance, Inc. Employee Stock | | | |
| Purchase Plan. | | | |
| 5. | Stockholder proposal requesting an independent Board | Shareholder | Against | For |
| Chairman. | | | |
| 6. | Stockholder proposal regarding the use of GAAP | Shareholder | Against | For |
| financial metrics for purposes of determining senior | | | |
| executive compensation. | | | |
| 7. | Stockholder proposal requesting report on governance | Shareholder | Against | For |
| measures related to opioids. | | | |
| 8. | Stockholder proposal regarding the ownership threshold | Shareholder | Against | For |
| for calling special meetings of stockholders. | | | |
| VISA INC. |
| Security | 92826C839 | Meeting Type | Annual |
| Ticker Symbol | V | Meeting Date | 29-Jan-2019 |
| ISIN | US92826C8394 | Agenda | 934911074 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Lloyd A. Carney | Management | For | For |
| 1b. | Election of Director: Mary B. Cranston | Management | For | For |
| 1c. | Election of Director: Francisco Javier Fernandez-Carbajal | Management | For | For |
| 1d. | Election of Director: Alfred F. Kelly, Jr. | Management | For | For |
| 1e. | Election of Director: John F. Lundgren | Management | For | For |
| 1f. | Election of Director: Robert W. Matschullat | Management | For | For |
| 1g. | Election of Director: Denise M. Morrison | Management | For | For |
| 1h. | Election of Director: Suzanne Nora Johnson | Management | For | For |
| 1i. | Election of Director: John A. C. Swainson | Management | For | For |
| 1j. | Election of Director: Maynard G. Webb, Jr. | Management | For | For |
| 2. | Advisory vote to approve executive compensation. | Management | For | For |
| 3. | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the 2019 fiscal year. | Management | For | For |
Page 6 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| INFINEON TECHNOLOGIES AG |
| Security | 45662N103 | Meeting Type | Annual |
| Ticker Symbol | IFNNY | Meeting Date | 21-Feb-2019 |
| ISIN | US45662N1037 | Agenda | 934923435 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 2. | Allocation of unappropriated profit. | Management | For | For |
| 3. | Approval of the acts of the members of the Management | Management | For | For |
| Board. | | | |
| 4. | Approval of the acts of the members of the Supervisory | Management | For | For |
| Board. | | | |
| 5. | Appointment of the auditor. | Management | For | For |
| APPLE INC. |
| Security | 037833100 | Meeting Type | Annual |
| Ticker Symbol | AAPL | Meeting Date | 01-Mar-2019 |
| ISIN | US0378331005 | Agenda | 934919359 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of director: James Bell | Management | For | For |
| 1b. | Election of director: Tim Cook | Management | For | For |
| 1c. | Election of director: Al Gore | Management | For | For |
| 1d. | Election of director: Bob Iger | Management | For | For |
| 1e. | Election of director: Andrea Jung | Management | For | For |
| 1f. | Election of director: Art Levinson | Management | For | For |
| 1g. | Election of director: Ron Sugar | Management | For | For |
| 1h. | Election of director: Sue Wagner | Management | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| Apple's independent registered public accounting firm for | | | |
| 2019 | | | |
| 3. | Advisory vote to approve executive compensation | Management | Against | Against |
| 4. | A shareholder proposal entitled "Shareholder Proxy | Shareholder | Against | For |
| Access Amendments" | | | |
| 5. | A shareholder proposal entitled "True Diversity Board | Shareholder | Against | For |
| Policy" | | | |
Page 7 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| JOHNSON CONTROLS INTERNATIONAL PLC |
| Security | G51502105 | Meeting Type | Annual |
| Ticker Symbol | JCI | Meeting Date | 06-Mar-2019 |
| ISIN | IE00BY7QL619 | Agenda | 934919943 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jean Blackwell | Management | For | For |
| 1b. | Election of Director: Pierre Cohade | Management | For | For |
| 1c. | Election of Director: Michael E. Daniels | Management | For | For |
| 1d. | Election of Director: Juan Pablo del Valle Perochena | Management | For | For |
| 1e. | Election of Director: W. Roy Dunbar | Management | For | For |
| 1f. | Election of Director: Gretchen R. Haggerty | Management | For | For |
| 1g. | Election of Director: Simone Menne | Management | For | For |
| 1h. | Election of Director: George R. Oliver | Management | For | For |
| 1i. | Election of Director: Jurgen Tinggren | Management | For | For |
| 1j. | Election of Director: Mark Vergnano | Management | For | For |
| 1k. | Election of Director: R. David Yost | Management | For | For |
| 1l. | Election of Director: John D. Young | Management | For | For |
| 2.a | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the independent auditors of the Company. | | | |
| 2.b | To authorize the Audit Committee of the Board of | Management | For | For |
| Directors to set the auditors' remuneration. | | | |
| 3. | To authorize the Company and/or any subsidiary of the | Management | For | For |
| Company to make market purchases of Company | | | |
| shares. | | | |
| 4. | To determine the price range at which the Company can | Management | For | For |
| re-allot shares that it holds as treasury shares (Special | | | |
| Resolution). | | | |
| 5. | To approve, in a non-binding advisory vote, the | Management | Against | Against |
| compensation of the named executive officers. | | | |
| 6. | To approve the Directors' authority to allot shares up to | Management | For | For |
| approximately 33% of issued share capital. | | | |
| 7. | To approve the waiver of statutory pre-emption rights with | Management | For | For |
| respect to up to 5% of issued share capital (Special | | | |
| Resolution). | | | |
Page 8 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| THE WALT DISNEY COMPANY |
| Security | 254687106 | Meeting Type | Annual |
| Ticker Symbol | DIS | Meeting Date | 07-Mar-2019 |
| ISIN | US2546871060 | Agenda | 934921099 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Susan E. Arnold | Management | For | For |
| 1b. | Election of Director: Mary T. Barra | Management | For | For |
| 1c. | Election of Director: Safra A. Catz | Management | For | For |
| 1d. | Election of Director: Francis A. deSouza | Management | For | For |
| 1e. | Election of Director: Michael Froman | Management | For | For |
| 1f. | Election of Director: Robert A. Iger | Management | For | For |
| 1g. | Election of Director: Maria Elena Lagomasino | Management | For | For |
| 1h. | Election of Director: Mark G. Parker | Management | For | For |
| 1i. | Election of Director: Derica W. Rice | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the Company's registered public accountants for | | | |
| fiscal 2019. | | | |
| 3. | To approve the advisory resolution on executive | Management | Against | Against |
| compensation. | | | |
| 4. | Shareholder proposal requesting an annual report | Shareholder | For | Against |
| disclosing information regarding the Company's lobbying | | | |
| policies and activities. | | | |
| 5. | Shareholder proposal requesting a report on use of | Shareholder | Against | For |
| additional cyber security and data privacy metrics in | | | |
| determining compensation of senior executives. | | | |
| QUALCOMM INCORPORATED |
| Security | 747525103 | Meeting Type | Annual |
| Ticker Symbol | QCOM | Meeting Date | 12-Mar-2019 |
| ISIN | US7475251036 | Agenda | 934921568 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Barbara T. Alexander | Management | For | For |
| 1b. | Election of Director: Mark Fields | Management | For | For |
| 1c. | Election of Director: Jeffrey W. Henderson | Management | For | For |
| 1d. | Election of Director: Ann M. Livermore | Management | For | For |
| 1e. | Election of Director: Harish Manwani | Management | For | For |
| 1f. | Election of Director: Mark D. McLaughlin | Management | For | For |
| 1g. | Election of Director: Steve Mollenkopf | Management | For | For |
| 1h. | Election of Director: Clark T. Randt, Jr. | Management | For | For |
| 1i. | Election of Director: Francisco Ros | Management | For | For |
| 1j. | Election of Director: Irene B. Rosenfeld | Management | For | For |
| 1k. | Election of Director: Neil Smit | Management | For | For |
| 1l. | Election of Director: Anthony J. Vinciquerra | Management | For | For |
| 2. | To ratify the selection of PricewaterhouseCoopers LLP as | Management | For | For |
| our independent public accountants for our fiscal year | | | |
| ending September 29, 2019. | | | |
| 3. | To approve, on an advisory basis, our executive | Management | Against | Against |
| compensation. | | | |
Page 9 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| STARBUCKS CORPORATION |
| Security | 855244109 | Meeting Type | Annual |
| Ticker Symbol | SBUX | Meeting Date | 20-Mar-2019 |
| ISIN | US8552441094 | Agenda | 934922015 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Rosalind G. Brewer | Management | For | For |
| 1b. | Election of Director: Mary N. Dillon | Management | For | For |
| 1c. | Election of Director: Mellody Hobson | Management | For | For |
| 1d. | Election of Director: Kevin R. Johnson | Management | For | For |
| 1e. | Election of Director: Jorgen Vig Knudstorp | Management | For | For |
| 1f. | Election of Director: Satya Nadella | Management | For | For |
| 1g. | Election of Director: Joshua Cooper Ramo | Management | For | For |
| 1h. | Election of Director: Clara Shih | Management | For | For |
| 1i. | Election of Director: Javier G. Teruel | Management | For | For |
| 1j. | Election of Director: Myron E. Ullman, III | Management | For | For |
| 2. | Advisory resolution to approve our executive officer | Management | Against | Against |
| compensation. | | | |
| 3. | Ratification of selection of Deloitte & Touche LLP as our | Management | For | For |
| independent registered public accounting firm for fiscal | | | |
| 2019. | | | |
| 4. | True Diversity Board Policy | Shareholder | Against | For |
| 5. | Report on Sustainable Packaging | Shareholder | Against | For |
| II-VI INCORPORATED |
| Security | 902104108 | Meeting Type | Special |
| Ticker Symbol | IIVI | Meeting Date | 26-Mar-2019 |
| ISIN | US9021041085 | Agenda | 934928904 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Proposal to approve the issuance of II-VI Incorporated's | Management | For | For |
| common stock, no par value, in connection with the | | | |
| merger contemplated by the Agreement and Plan of | | | |
| Merger, dated as of November 8, 2018, as may be | | | |
| amended from time to time, by and among II-VI | | | |
| Incorporated, a Pennsylvania corporation, Mutation | | | |
| Merger Sub Inc., a Delaware corporation and a wholly | | | |
| owned subsidiary of II-VI Incorporated, and Finisar | | | |
| Corporation, a Delaware corporation. | | | |
| 2. | Proposal to approve adjournments of II-VI Incorporated's | Management | For | For |
| special meeting, if necessary or appropriate, including to | | | |
| solicit additional proxies if there are not sufficient votes to | | | |
| approve the share issuance proposal described above. | | | |
Page 10 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) |
| Security | 806857108 | Meeting Type | Annual |
| Ticker Symbol | SLB | Meeting Date | 03-Apr-2019 |
| ISIN | AN8068571086 | Agenda | 934929324 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Peter L.S. Currie | Management | For | For |
| 1b. | Election of Director: Miguel M. Galuccio | Management | For | For |
| 1c. | Election of Director: Paal Kibsgaard | Management | For | For |
| 1d. | Election of Director: Nikolay Kudryavtsev | Management | For | For |
| 1e. | Election of Director: Tatiana A. Mitrova | Management | For | For |
| 1f. | Election of Director: Indra K. Nooyi | Management | For | For |
| 1g. | Election of Director: Lubna S. Olayan | Management | For | For |
| 1h. | Election of Director: Mark G. Papa | Management | For | For |
| 1i. | Election of Director: Leo Rafael Reif | Management | For | For |
| 1j. | Election of Director: Henri Seydoux | Management | For | For |
| 2. | Approval of the advisory resolution to approve our | Management | Against | Against |
| executive compensation. | | | |
| 3. | Approval of our consolidated balance sheet as of | Management | For | For |
| December 31, 2018; our consolidated statement of | | | |
| income for the year ended December 31, 2018; and our | | | |
| Board of Directors' declarations of dividends in 2018, as | | | |
| reflected in our 2018 Annual Report to Stockholders. | | | |
| 4. | Ratification of the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as our independent | | | |
| auditors for 2019. | | | |
| 5. | Approval of an amended and restated 2004 Stock and | Management | For | For |
| Deferral Plan for Non-Employee Directors. | | | |
| FIRST DATA CORPORATION |
| Security | 32008D106 | Meeting Type | Consent |
| Ticker Symbol | FDC | Meeting Date | 11-Apr-2019 |
| ISIN | US32008D1063 | Agenda | 934956662 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | The adoption of the Agreement and Plan of Merger, | Management | For | For |
| dated as of January 16, 2019, by and among First Data, | | | |
| Fiserv and 300 Holdings, Inc., a Delaware corporation | | | |
| ("Merger Sub"), pursuant to which Merger Sub will merge | | | |
| with and into First Data (the "Merger"), with First Data | | | |
| surviving the Merger as a direct, wholly owned subsidiary | | | |
| of Fiserv. | | | |
| 2. | The adoption of the following resolution, on a non- | Management | Against | Against |
| binding, advisory basis: "RESOLVED, that compensation | | | |
| that will or may be made to First Data's named executive | | | |
| officers in connection with the Merger, and the | | | |
| agreements or understandings pursuant to which such | | | |
| compensation will or may be made, in each case, as | | | |
| disclosed pursuant to Item 402(t) of Regulation S-K under | | | |
| the heading "The Merger-Interests of Certain First Data | | | |
| Directors & Executive Officers in Merger" beginning on | | | |
| page 132 of Joint Proxy & Consent Solicitation | | | |
| Statement/Prospectus. | | | |
Page 11 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CELGENE CORPORATION |
| Security | 151020104 | Meeting Type | Special |
| Ticker Symbol | CELG | Meeting Date | 12-Apr-2019 |
| ISIN | US1510201049 | Agenda | 934934274 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1 | Adoption of the Agreement and Plan of Merger, dated as | Management | For | For |
| of January 2, 2019, as it may be amended from time to | | | |
| time (the merger agreement), among Bristol-Myers | | | |
| Squibb Company, a Delaware corporation (Bristol-Myers | | | |
| Squibb), Burgundy Merger Sub, Inc., a Delaware | | | |
| corporation and wholly-owned subsidiary of Bristol-Myers | | | |
| Squibb, and Celgene Corporation (Celgene), pursuant to | | | |
| which Burgundy Merger Sub, Inc. will be merged with and | | | |
| into Celgene (the merger). | | | |
| 2 | Approval of the adjournment from time to time of the | Management | For | For |
| special meeting of the stockholders of Celgene (the | | | |
| Celgene special meeting) if necessary to solicit additional | | | |
| proxies if there are not sufficient votes to adopt the | | | |
| merger agreement at the time of the Celgene special | | | |
| meeting or any adjournment or postponement thereof. | | | |
| 3 | Approval, on an advisory (non-binding) basis, of the | Management | Against | Against |
| compensation that will or may be paid or provided by | | | |
| Celgene to its named executive officers in connection | | | |
| with the merger. | | | |
| CELGENE CORPORATION |
| Security | 151020104 | Meeting Type | Special |
| Ticker Symbol | CELG | Meeting Date | 12-Apr-2019 |
| ISIN | US1510201049 | Agenda | 934939642 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Adoption of the Agreement and Plan of Merger, dated as | Management | For | For |
| of January 2, 2019, as it may be amended from time to | | | |
| time (the merger agreement), among Bristol-Myers | | | |
| Squibb Company, a Delaware corporation (Bristol-Myers | | | |
| Squibb), Burgundy Merger Sub, Inc., a Delaware | | | |
| corporation and wholly-owned subsidiary of Bristol-Myers | | | |
| Squibb, and Celgene Corporation (Celgene), pursuant to | | | |
| which Burgundy Merger Sub, Inc. will be merged with and | | | |
| into Celgene (the merger). | | | |
| 2. | Approval of the adjournment from time to time of the | Management | For | For |
| special meeting of the stockholders of Celgene (the | | | |
| Celgene special meeting) if necessary to solicit additional | | | |
| proxies if there are not sufficient votes to adopt the | | | |
| merger agreement at the time of the Celgene special | | | |
| meeting or any adjournment or postponement thereof. | | | |
| 3. | Approval, on an advisory (non-binding) basis, of the | Management | Against | Against |
| compensation that will or may be paid or provided by | | | |
| Celgene to its named executive officers in connection | | | |
| with the merger. | | | |
Page 12 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CITIGROUP INC. |
| Security | 172967424 | Meeting Type | Annual |
| Ticker Symbol | C | Meeting Date | 16-Apr-2019 |
| ISIN | US1729674242 | Agenda | 934935808 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Michael L. Corbat | Management | For | For |
| 1b. | Election of Director: Ellen M. Costello | Management | For | For |
| 1c. | Election of Director: Barbara J. Desoer | Management | For | For |
| 1d. | Election of Director: John C. Dugan | Management | For | For |
| 1e. | Election of Director: Duncan P. Hennes | Management | For | For |
| 1f. | Election of Director: Peter B. Henry | Management | For | For |
| 1g. | Election of Director: S. Leslie Ireland | Management | For | For |
| 1h. | Election of Director: Lew W. (Jay) Jacobs, IV | Management | For | For |
| 1i. | Election of Director: Renee J. James | Management | For | For |
| 1j. | Election of Director: Eugene M. McQuade | Management | For | For |
| 1k. | Election of Director: Gary M. Reiner | Management | For | For |
| 1l. | Election of Director: Diana L. Taylor | Management | For | For |
| 1m. | Election of Director: James S. Turley | Management | For | For |
| 1n. | Election of Director: Deborah C. Wright | Management | For | For |
| 1o. | Election of Director: Ernesto Zedillo Ponce de Leon | Management | For | For |
| 2. | Proposal to ratify the selection of KPMG LLP as Citi's | Management | For | For |
| independent registered public accounting firm for 2019. | | | |
| 3. | Advisory vote to approve Citi's 2018 executive | Management | Against | Against |
| compensation. | | | |
| 4. | Approval of the Citigroup 2019 Stock Incentive Plan. | Management | Against | Against |
| 5. | Shareholder proposal requesting Shareholder Proxy | Shareholder | Against | For |
| Access Enhancement to Citi's proxy access bylaw | | | |
| provisions. | | | |
| 6. | Shareholder proposal requesting that the Board adopt a | Shareholder | For | Against |
| policy prohibiting the vesting of equity-based awards for | | | |
| senior executives due to a voluntary resignation to enter | | | |
| government service. | | | |
| 7. | Shareholder proposal requesting that the Board amend | Shareholder | Against | For |
| Citi's bylaws to give holders in the aggregate of 15% of | | | |
| Citi's outstanding common stock the power to call a | | | |
| special meeting. | | | |
| SUNTRUST BANKS, INC. |
| Security | 867914103 | Meeting Type | Annual |
| Ticker Symbol | STI | Meeting Date | 23-Apr-2019 |
| ISIN | US8679141031 | Agenda | 934933638 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A | Election of Director: Agnes Bundy Scanlan | Management | For | For |
| 1B | Election of Director: Dallas S. Clement | Management | For | For |
| 1C | Election of Director: Paul D. Donahue | Management | For | For |
| 1D | Election of Director: Paul R. Garcia | Management | For | For |
| 1E | Election of Director: Donna S. Morea | Management | For | For |
| 1F | Election of Director: David M. Ratcliffe | Management | For | For |
| 1G | Election of Director: William H. Rogers, Jr. | Management | For | For |
| 1H | Election of Director: Frank P. Scruggs, Jr. | Management | For | For |
| 1I | Election of Director: Bruce L. Tanner | Management | For | For |
| 1J | Election of Director: Steven C. Voorhees | Management | For | For |
| 2 | To approve, on an advisory basis, the Company's | Management | For | For |
| executive compensation. | | | |
| 3 | To ratify the appointment of Ernst & Young LLP as our | Management | For | For |
| independent auditor for 2019. | | | |
Page 13 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| NOBLE ENERGY, INC. |
| Security | 655044105 | Meeting Type | Annual |
| Ticker Symbol | NBL | Meeting Date | 23-Apr-2019 |
| ISIN | US6550441058 | Agenda | 934933892 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jeffrey L. Berenson | Management | For | For |
| 1b. | Election of Director: Michael A. Cawley | Management | For | For |
| 1c. | Election of Director: James E. Craddock | Management | For | For |
| 1d. | Election of Director: Barbara J. Duganier | Management | For | For |
| 1e. | Election of Director: Thomas J. Edelman | Management | For | For |
| 1f. | Election of Director: Holli C. Ladhani | Management | For | For |
| 1g. | Election of Director: David L. Stover | Management | For | For |
| 1h. | Election of Director: Scott D. Urban | Management | For | For |
| 1i. | Election of Director: William T. Van Kleef | Management | For | For |
| 2. | To ratify the appointment of the independent auditor by | Management | For | For |
| the Company's Audit Committee. | | | |
| 3. | To approve, in an advisory vote, executive compensation. | Management | For | For |
| 4. | To approve an amendment and restatement of the | Management | For | For |
| Company's 2017 Long-Term Incentive Plan to increase | | | |
| the number of shares of common stock authorized for | | | |
| issuance under the plan from 29 million to 44 million | | | |
| shares. | | | |
Page 14 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HANESBRANDS INC. |
| Security | 410345102 | Meeting Type | Annual |
| Ticker Symbol | HBI | Meeting Date | 23-Apr-2019 |
| ISIN | US4103451021 | Agenda | 934934527 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Geralyn R. Breig | Management | For | For |
| 1b. | Election of Director: Gerald W. Evans, Jr. | Management | For | For |
| 1c. | Election of Director: Bobby J. Griffin | Management | For | For |
| 1d. | Election of Director: James C. Johnson | Management | For | For |
| 1e. | Election of Director: Franck J. Moison | Management | For | For |
| 1f. | Election of Director: Robert F. Moran | Management | For | For |
| 1g. | Election of Director: Ronald L. Nelson | Management | For | For |
| 1h. | Election of Director: David V. Singer | Management | For | For |
| 1i. | Election of Director: Ann E. Ziegler | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as Hanesbrands' independent registered public | | | |
| accounting firm for Hanesbrands' 2019 fiscal year. | | | |
| 3. | To approve, on an advisory basis, executive | Management | For | For |
| compensation as described in the proxy statement for the | | | |
| Annual Meeting. | | | |
| NORTHERN TRUST CORPORATION |
| Security | 665859104 | Meeting Type | Annual |
| Ticker Symbol | NTRS | Meeting Date | 23-Apr-2019 |
| ISIN | US6658591044 | Agenda | 934937864 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Linda Walker Bynoe | Management | For | For |
| 1b. | Election of Director: Susan Crown | Management | For | For |
| 1c. | Election of Director: Dean M. Harrison | Management | For | For |
| 1d. | Election of Director: Jay L. Henderson | Management | For | For |
| 1e. | Election of Director: Marcy S. Klevorn | Management | For | For |
| 1f. | Election of Director: Siddharth N. (Bobby) Mehta | Management | For | For |
| 1g. | Election of Director: Michael G. O'Grady | Management | For | For |
| 1h. | Election of Director: Jose Luis Prado | Management | For | For |
| 1i. | Election of Director: Thomas E. Richards | Management | For | For |
| 1j. | Election of Director: Martin P. Slark | Management | For | For |
| 1k. | Election of Director: David H. B. Smith, Jr. | Management | For | For |
| 1l. | Election of Director: Donald Thompson | Management | For | For |
| 1m. | Election of Director: Charles A. Tribbett III | Management | For | For |
| 2. | Approval, by an advisory vote, of the 2018 compensation | Management | For | For |
| of the Corporation's named executive officers. | | | |
| 3. | Ratification of the appointment of KPMG LLP as the | Management | For | For |
| Corporation's independent registered public accounting | | | |
| firm for the fiscal year ending December 31, 2019. | | | |
| 4. | Stockholder proposal regarding additional disclosure of | Shareholder | For | Against |
| political contributions. | | | |
| 5. | Stockholder proposal regarding the right of the | Shareholder | Against | For |
| Corporation's stockholders to call a special meeting of the | | | |
| stockholders. | | | |
Page 15 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| THE PNC FINANCIAL SERVICES GROUP, INC. |
| Security | 693475105 | Meeting Type | Annual |
| Ticker Symbol | PNC | Meeting Date | 23-Apr-2019 |
| ISIN | US6934751057 | Agenda | 934940164 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Joseph Alvarado | Management | For | For |
| 1b. | Election of Director: Charles E. Bunch | Management | For | For |
| 1c. | Election of Director: Debra A. Cafaro | Management | For | For |
| 1d. | Election of Director: Marjorie Rodgers Cheshire | Management | For | For |
| 1e. | Election of Director: William S. Demchak | Management | For | For |
| 1f. | Election of Director: Andrew T. Feldstein | Management | For | For |
| 1g. | Election of Director: Richard J. Harshman | Management | For | For |
| 1h. | Election of Director: Daniel R. Hesse | Management | For | For |
| 1i. | Election of Director: Richard B. Kelson | Management | For | For |
| 1j. | Election of Director: Linda R. Medler | Management | For | For |
| 1k. | Election of Director: Martin Pfinsgraff | Management | For | For |
| 1l. | Election of Director: Toni Townes-Whitley | Management | For | For |
| 1m. | Election of Director: Michael J. Ward | Management | For | For |
| 2. | Ratification of the Audit Committee's selection of | Management | For | For |
| PricewaterhouseCoopers LLP as PNC's independent | | | |
| registered public accounting firm for 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| BANK OF AMERICA CORPORATION |
| Security | 060505104 | Meeting Type | Annual |
| Ticker Symbol | BAC | Meeting Date | 24-Apr-2019 |
| ISIN | US0605051046 | Agenda | 934942360 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Sharon L. Allen | Management | For | For |
| 1b. | Election of Director: Susan S. Bies | Management | For | For |
| 1c. | Election of Director: Jack O. Bovender, Jr. | Management | For | For |
| 1d. | Election of Director: Frank P. Bramble, Sr. | Management | For | For |
| 1e. | Election of Director: Pierre J.P. de Weck | Management | For | For |
| 1f. | Election of Director: Arnold W. Donald | Management | For | For |
| 1g. | Election of Director: Linda P. Hudson | Management | For | For |
| 1h. | Election of Director: Monica C. Lozano | Management | For | For |
| 1i. | Election of Director: Thomas J. May | Management | For | For |
| 1j. | Election of Director: Brian T. Moynihan | Management | For | For |
| 1k. | Election of Director: Lionel L. Nowell III | Management | For | For |
| 1l. | Election of Director: Clayton S. Rose | Management | For | For |
| 1m. | Election of Director: Michael D. White | Management | For | For |
| 1n. | Election of Director: Thomas D. Woods | Management | For | For |
| 1o. | Election of Director: R. David Yost | Management | For | For |
| 1p. | Election of Director: Maria T. Zuber | Management | For | For |
| 2. | Approving Our Executive Compensation (an Advisory, | Management | Against | Against |
| Non- binding "Say on Pay" Resolution) | | | |
| 3. | Ratifying the Appointment of Our Independent Registered | Management | For | For |
| Public Accounting Firm for 2019. | | | |
| 4. | Amending the Bank of America Corporation Key | Management | Against | Against |
| Employee Equity Plan. | | | |
| 5. | Report Concerning Gender Pay Equity. | Shareholder | Against | For |
| 6. | Right to Act by Written Consent. | Shareholder | Against | For |
| 7. | Enhance Shareholder Proxy Access. | Shareholder | Against | For |
Page 16 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CIGNA CORPORATION |
| Security | 125523100 | Meeting Type | Annual |
| Ticker Symbol | CI | Meeting Date | 24-Apr-2019 |
| ISIN | US1255231003 | Agenda | 934945900 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: David M. Cordani | Management | For | For |
| 1b. | Election of Director: William J. DeLaney | Management | For | For |
| 1c. | Election of Director: Eric J. Foss | Management | For | For |
| 1d. | Election of Director: Elder Granger, MD, MG, USA | Management | For | For |
| 1e. | Election of Director: Isaiah Harris, Jr. | Management | For | For |
| 1f. | Election of Director: Roman Martinez IV | Management | For | For |
| 1g. | Election of Director: Kathleen M. Mazzarella | Management | For | For |
| 1h. | Election of Director: Mark B. McClellan, MD, PhD | Management | For | For |
| 1i. | Election of Director: John M. Partridge | Management | For | For |
| 1j. | Election of Director: William L. Roper, MD, MPH | Management | For | For |
| 1k. | Election of Director: Eric C. Wiseman | Management | For | For |
| 1l. | Election of Director: Donna F. Zarcone | Management | For | For |
| 1m. | Election of Director: William D. Zollars | Management | For | For |
| 2. | Advisory approval of Cigna's executive compensation. | Management | Against | Against |
| 3. | Ratification of appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as Cigna's independent registered public accounting | | | |
| firm for 2019. | | | |
| 4. | Shareholder proposal - Increase shareholder rights to | Shareholder | Against | For |
| include action by written consent. | | | |
| 5. | Shareholder proposal - Cyber risk report | Shareholder | Against | For |
| 6. | Shareholder proposal - Gender pay gap report | Shareholder | Against | For |
| JOHNSON & JOHNSON |
| Security | 478160104 | Meeting Type | Annual |
| Ticker Symbol | JNJ | Meeting Date | 25-Apr-2019 |
| ISIN | US4781601046 | Agenda | 934938638 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Mary C. Beckerle | Management | For | For |
| 1b. | Election of Director: D. Scott Davis | Management | For | For |
| 1c. | Election of Director: Ian E. L. Davis | Management | For | For |
| 1d. | Election of Director: Jennifer A. Doudna | Management | For | For |
| 1e. | Election of Director: Alex Gorsky | Management | For | For |
| 1f. | Election of Director: Marillyn A. Hewson | Management | For | For |
| 1g. | Election of Director: Mark B. McClellan | Management | For | For |
| 1h. | Election of Director: Anne M. Mulcahy | Management | For | For |
| 1i. | Election of Director: William D. Perez | Management | For | For |
| 1j. | Election of Director: Charles Prince | Management | For | For |
| 1k. | Election of Director: A. Eugene Washington | Management | For | For |
| 1l. | Election of Director: Ronald A. Williams | Management | For | For |
| 2. | Advisory Vote to Approve Named Executive Officer | Management | For | For |
| Compensation. | | | |
| 3. | Ratification of Appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the Independent Registered Public Accounting | | | |
| Firm for 2019. | | | |
| 4. | Shareholder Proposal - Clawback Disclosure | Shareholder | For | Against |
| 5. | Shareholder Proposal - Executive Compensation and | Shareholder | Against | For |
| Drug Pricing Risks. | | | |
Page 17 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| PFIZER INC. |
| Security | 717081103 | Meeting Type | Annual |
| Ticker Symbol | PFE | Meeting Date | 25-Apr-2019 |
| ISIN | US7170811035 | Agenda | 934942043 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Ronald E. Blaylock | Management | For | For |
| 1b. | Election of Director: Albert Bourla | Management | For | For |
| 1c. | Election of Director: W. Don Cornwell | Management | For | For |
| 1d. | Election of Director: Joseph J. Echevarria | Management | For | For |
| 1e. | Election of Director: Helen H. Hobbs | Management | For | For |
| 1f. | Election of Director: James M. Kilts | Management | For | For |
| 1g. | Election of Director: Dan R. Littman | Management | For | For |
| 1h. | Election of Director: Shantanu Narayen | Management | For | For |
| 1i. | Election of Director: Suzanne Nora Johnson | Management | For | For |
| 1j. | Election of Director: Ian C. Read | Management | For | For |
| 1k. | Election of Director: James C. Smith | Management | For | For |
| 2. | Ratify the selection of KPMG LLP as independent | Management | For | For |
| registered public accounting firm for 2019 | | | |
| 3. | 2019 Advisory approval of executive compensation | Management | Against | Against |
| 4. | Approval of the Pfizer Inc. 2019 Stock Plan | Management | Against | Against |
| 5. | Shareholder proposal regarding right to act by written | Shareholder | Against | For |
| consent | | | |
| 6. | Shareholder proposal regarding report on lobbying | Shareholder | For | Against |
| activities | | | |
| 7. | Shareholder proposal regarding independent chair policy | Shareholder | Against | For |
| 8. | Shareholder proposal regarding integrating drug pricing | Shareholder | Against | For |
| into executive compensation policies and programs | | | |
| ABBOTT LABORATORIES |
| Security | 002824100 | Meeting Type | Annual |
| Ticker Symbol | ABT | Meeting Date | 26-Apr-2019 |
| ISIN | US0028241000 | Agenda | 934941736 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | R.J. Alpern | | For | For |
| 2 | R.S. Austin | | For | For |
| 3 | S.E. Blount | | For | For |
| 4 | M.A. Kumbier | | For | For |
| 5 | E.M. Liddy | | For | For |
| 6 | N. McKinstry | | For | For |
| 7 | P.N. Novakovic | | For | For |
| 8 | W.A. Osborn | | For | For |
| 9 | S.C. Scott III | | For | For |
| 10 | D.J. Starks | | For | For |
| 11 | J.G. Stratton | | For | For |
| 12 | G.F. Tilton | | For | For |
| 13 | M.D. White | | For | For |
| 2. | Ratification of Ernst & Young LLP as Auditors | Management | For | For |
| 3. | Say on Pay - An Advisory Vote to Approve Executive | Management | Against | Against |
| Compensation | | | |
| 4. | Shareholder Proposal - Independent Board Chairman | Shareholder | Against | For |
Page 18 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HCA HEALTHCARE, INC. |
| Security | 40412C101 | Meeting Type | Annual |
| Ticker Symbol | HCA | Meeting Date | 26-Apr-2019 |
| ISIN | US40412C1018 | Agenda | 934943526 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Thomas F. Frist III | Management | For | For |
| 1b. | Election of Director: Samuel N. Hazen | Management | For | For |
| 1c. | Election of Director: Meg G. Crofton | Management | For | For |
| 1d. | Election of Director: Robert J. Dennis | Management | For | For |
| 1e. | Election of Director: Nancy-Ann DeParle | Management | For | For |
| 1f. | Election of Director: William R. Frist | Management | For | For |
| 1g. | Election of Director: Charles O. Holliday, Jr. | Management | For | For |
| 1h. | Election of Director: Geoffrey G. Meyers | Management | For | For |
| 1i. | Election of Director: Michael W. Michelson | Management | For | For |
| 1j. | Election of Director: Wayne J. Riley, M.D. | Management | For | For |
| 1k. | Election of Director: John W. Rowe, M.D. | Management | For | For |
| 2. | To ratify the appointment of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for the year | | | |
| ending December 31, 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | Against | Against |
| compensation. | | | |
| 4. | To approve amendments to our amended and restated | Management | For | For |
| certificate of incorporation to eliminate supermajority | | | |
| voting requirements. | | | |
| TOPBUILD CORP |
| Security | 89055F103 | Meeting Type | Annual |
| Ticker Symbol | BLD | Meeting Date | 29-Apr-2019 |
| ISIN | US89055F1030 | Agenda | 934944554 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Alec C. Covington | Management | For | For |
| 1b. | Election of Director: Gerald Volas | Management | For | For |
| 1c. | Election of Director: Carl T. Camden | Management | For | For |
| 1d. | Election of Director: Joseph S. Cantie | Management | For | For |
| 1e. | Election of Director: Tina M. Donikowski | Management | For | For |
| 1f. | Election of Director: Mark A. Petrarca | Management | For | For |
| 1g. | Election of Director: Nancy M. Taylor | Management | For | For |
| 2. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation to reduce the affirmative vote | | | |
| of holders of the Company's outstanding securities, | | | |
| voting as a single class, required to adopt, amend or | | | |
| repeal the Company's bylaws from 66 2/3% to a majority. | | | |
| 3. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation to reduce the affirmative vote | | | |
| of holders of the Company's outstanding voting | | | |
| securities, voting as a single class, required to adopt, | | | |
| amend or repeal certain provisions of the Company's | | | |
| Amended and Restated Certificate of Incorporation from | | | |
| 66 2/3% to a majority. | | | |
| 4. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation so that the Company is no | | | |
| longer obligated to indemnify persons other than directors | | | |
| and officers. | | | |
| 5. | To ratify the Company's appointment of | Management | For | For |
| PricewaterhouseCoopers LLP to serve as the Company's | | | |
| independent registered public accounting firm for the | | | |
| Company's fiscal year ending December 31, 2019. | | | |
| 6. | To approve, on an advisory basis, the compensation of | Management | For | For |
| the Company's named executive officers. | | | |
Page 19 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| EOG RESOURCES, INC. |
| Security | 26875P101 | Meeting Type | Annual |
| Ticker Symbol | EOG | Meeting Date | 29-Apr-2019 |
| ISIN | US26875P1012 | Agenda | 934945683 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Janet F. Clark | Management | For | For |
| 1b. | Election of Director: Charles R. Crisp | Management | For | For |
| 1c. | Election of Director: Robert P. Daniels | Management | For | For |
| 1d. | Election of Director: James C. Day | Management | For | For |
| 1e. | Election of Director: C. Christopher Gaut | Management | For | For |
| 1f. | Election of Director: Julie J. Robertson | Management | For | For |
| 1g. | Election of Director: Donald F. Textor | Management | For | For |
| 1h. | Election of Director: William R. Thomas | Management | For | For |
| 2. | To ratify the appointment by the Audit Committee of the | Management | For | For |
| Board of Directors of Deloitte & Touche LLP, independent | | | |
| registered public accounting firm, as auditors for the | | | |
| Company for the year ending December 31, 2019. | | | |
| 3. | To approve, by non-binding vote, the compensation of | Management | For | For |
| the Company's named executive officers. | | | |
| KIMBERLY-CLARK CORPORATION |
| Security | 494368103 | Meeting Type | Annual |
| Ticker Symbol | KMB | Meeting Date | 02-May-2019 |
| ISIN | US4943681035 | Agenda | 934939298 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Abelardo E. Bru | Management | For | For |
| 1b. | Election of Director: Robert W. Decherd | Management | For | For |
| 1c. | Election of Director: Thomas J. Falk | Management | For | For |
| 1d. | Election of Director: Fabian T. Garcia | Management | For | For |
| 1e. | Election of Director: Michael D. Hsu | Management | For | For |
| 1f. | Election of Director: Mae C. Jemison, M.D. | Management | For | For |
| 1g. | Election of Director: Nancy J. Karch | Management | For | For |
| 1h. | Election of Director: S. Todd Maclin | Management | For | For |
| 1i. | Election of Director: Sherilyn S. McCoy | Management | For | For |
| 1j. | Election of Director: Christa S. Quarles | Management | For | For |
| 1k. | Election of Director: Ian C. Read | Management | For | For |
| 1l. | Election of Director: Marc J. Shapiro | Management | For | For |
| 1m. | Election of Director: Dunia A. Shive | Management | For | For |
| 1n. | Election of Director: Michael D. White | Management | For | For |
| 2. | Ratification of Auditor | Management | For | For |
| 3. | Advisory Vote to Approve Named Executive Officer | Management | For | For |
| Compensation | | | |
Page 20 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CORNING INCORPORATED |
| Security | 219350105 | Meeting Type | Annual |
| Ticker Symbol | GLW | Meeting Date | 02-May-2019 |
| ISIN | US2193501051 | Agenda | 934945633 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Donald W. Blair | Management | For | For |
| 1b. | Election of Director: Leslie A. Brun | Management | For | For |
| 1c. | Election of Director: Stephanie A. Burns | Management | For | For |
| 1d. | Election of Director: John A. Canning, Jr. | Management | For | For |
| 1e. | Election of Director: Richard T. Clark | Management | For | For |
| 1f. | Election of Director: Robert F. Cummings, Jr. | Management | For | For |
| 1g. | Election of Director: Deborah A. Henretta | Management | For | For |
| 1h. | Election of Director: Daniel P. Huttenlocher | Management | For | For |
| 1i. | Election of Director: Kurt M. Landgraf | Management | For | For |
| 1j. | Election of Director: Kevin J. Martin | Management | For | For |
| 1k. | Election of Director: Deborah D. Rieman | Management | For | For |
| 1l. | Election of Director: Hansel E. Tookes II | Management | For | For |
| 1m. | Election of Director: Wendell P. Weeks | Management | For | For |
| 1n. | Election of Director: Mark S. Wrighton | Management | For | For |
| 2. | Advisory approval of the Company's executive | Management | Against | Against |
| compensation (Say on Pay). | | | |
| 3. | Ratification of the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as our independent | | | |
| registered public accounting firm for the fiscal year | | | |
| ending December 31, 2019. | | | |
| 4. | Approval of the 2019 Equity Plan for Non-Employee | Management | Against | Against |
| Directors. | | | |
| THE GOLDMAN SACHS GROUP, INC. |
| Security | 38141G104 | Meeting Type | Annual |
| Ticker Symbol | GS | Meeting Date | 02-May-2019 |
| ISIN | US38141G1040 | Agenda | 934949225 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: M. Michele Burns | Management | For | For |
| 1b. | Election of Director: Drew G. Faust | Management | For | For |
| 1c. | Election of Director: Mark A. Flaherty | Management | For | For |
| 1d. | Election of Director: Ellen J. Kullman | Management | For | For |
| 1e. | Election of Director: Lakshmi N. Mittal | Management | For | For |
| 1f. | Election of Director: Adebayo O. Ogunlesi | Management | For | For |
| 1g. | Election of Director: Peter Oppenheimer | Management | For | For |
| 1h. | Election of Director: David M. Solomon | Management | For | For |
| 1i. | Election of Director: Jan E. Tighe | Management | For | For |
| 1j. | Election of Director: David A. Viniar | Management | For | For |
| 1k. | Election of Director: Mark O. Winkelman | Management | For | For |
| 2. | Advisory Vote to Approve Executive Compensation (Say | Management | Against | Against |
| on Pay) | | | |
| 3. | Ratification of PricewaterhouseCoopers LLP as our | Management | For | For |
| Independent Registered Public Accounting Firm for 2019 | | | |
| 4. | Shareholder Proposal Regarding Right to Act by Written | Shareholder | Against | For |
| Consent | | | |
Page 21 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ABB LTD |
| Security | 000375204 | Meeting Type | Annual |
| Ticker Symbol | ABB | Meeting Date | 02-May-2019 |
| ISIN | US0003752047 | Agenda | 934979824 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Approval of the management report, the consolidated | Management | For | For |
| financial statements and the annual financial statements | | | |
| for 2018 | | | |
| 2. | Consultative vote on the 2018 Compensation Report | Management | For | For |
| 3. | Discharge of the Board of Directors and the persons | Management | For | For |
| entrusted with management | | | |
| 4. | Appropriation of earnings | Management | For | For |
| 5. | Renewal of authorized share capital | Management | For | For |
| 6a. | Binding vote on the maximum aggregate amount of | Management | For | For |
| compensation of the Board of Directors for the next term | | | |
| of office, i.e. from the 2019 Annual General Meeting to | | | |
| the 2020 Annual General Meeting | | | |
| 6b. | Binding vote on the maximum aggregate amount of | Management | For | For |
| compensation of the Executive Committee for the | | | |
| following financial year, i.e. 2020 | | | |
| 7a. | Elect Matti Alahuhta, as Director | Management | For | For |
| 7b. | Elect Gunnar Brock, as Director | Management | For | For |
| 7c. | Elect David Constable, as Director | Management | For | For |
| 7d. | Elect Frederico Fleury Curado, as Director | Management | For | For |
| 7e. | Elect Lars Förberg, as Director | Management | For | For |
| 7f. | Elect Jennifer Xin-Zhe Li, as Director | Management | For | For |
| 7g. | Elect Geraldine Matchett, as Director | Management | For | For |
| 7h. | Elect David Meline, as Director | Management | For | For |
| 7i. | Elect Satish Pai, as Director | Management | For | For |
| 7j. | Elect Jacob Wallenberg, as Director | Management | For | For |
| 7k. | Elect Peter Voser, as Director and Chairman | Management | For | For |
| 8a. | Election to the Compensation Committee: David | Management | For | For |
| Constable | | | |
| 8b. | Election to the Compensation Committee: Frederico | Management | For | For |
| Fleury Curado | | | |
| 8c. | Election to the Compensation Committee: Jennifer Xin- | Management | For | For |
| Zhe Li | | | |
| 9. | Election of the independent proxy, Dr. Hans Zehnder | Management | For | For |
| 10. | Election of the auditors, KPMG AG | Management | For | For |
| 11. | In case of additional or alternative proposals to the | Management | For | For |
| published agenda items during the Annual General | | | |
| Meeting or of new agenda items, I authorize the | | | |
| independent proxy to act. | | | |
| ABBVIE INC. |
| Security | 00287Y109 | Meeting Type | Annual |
| Ticker Symbol | ABBV | Meeting Date | 03-May-2019 |
| ISIN | US00287Y1091 | Agenda | 934949162 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | William H.L. Burnside | | For | For |
| 2 | Brett J. Hart | | For | For |
| 3 | Edward J. Rapp | | For | For |
| 2. | Ratification of Ernst & Young LLP as AbbVie's | Management | For | For |
| independent registered public accounting firm for 2019 | | | |
| 3. | Say on Pay - An advisory vote on the approval of | Management | Against | Against |
| executive compensation | | | |
| 4. | Approval of a management proposal regarding | Management | For | For |
| amendment of the certificate of incorporation for a simple | | | |
| majority vote | | | |
| 5. | Stockholder Proposal - to Issue an Annual Report on | Shareholder | For | Against |
| Lobbying | | | |
| 6. | Stockholder Proposal - to Issue a Compensation | Shareholder | Against | For |
| Committee Report on Drug Pricing | | | |
| 7. | Stockholder Proposal - to Adopt a Policy to Require | Shareholder | Against | For |
| Independent Chairman | | | |
Page 22 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| LKQ CORPORATION |
| Security | 501889208 | Meeting Type | Annual |
| Ticker Symbol | LKQ | Meeting Date | 06-May-2019 |
| ISIN | US5018892084 | Agenda | 934948110 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: A. Clinton Allen | Management | For | For |
| 1b. | Election of Director: Meg A. Divitto | Management | For | For |
| 1c. | Election of Director: Robert M. Hanser | Management | For | For |
| 1d. | Election of Director: Joseph M. Holsten | Management | For | For |
| 1e. | Election of Director: Blythe J. McGarvie | Management | For | For |
| 1f. | Election of Director: John W. Mendel | Management | For | For |
| 1g. | Election of Director: Jody G. Miller | Management | For | For |
| 1h. | Election of Director: John F. O'Brien | Management | For | For |
| 1i. | Election of Director: Guhan Subramanian | Management | For | For |
| 1j. | Election of Director: William M. Webster, IV | Management | For | For |
| 1k. | Election of Director: Dominick Zarcone | Management | For | For |
| 2. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as our independent registered public accounting firm for | | | |
| our fiscal year ending December 31, 2019. | | | |
| 3. | Approval, on an advisory basis, of the compensation of | Management | For | For |
| our named executive officers. | | | |
| GENERAL ELECTRIC COMPANY |
| Security | 369604103 | Meeting Type | Annual |
| Ticker Symbol | GE | Meeting Date | 08-May-2019 |
| ISIN | US3696041033 | Agenda | 934946192 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Election of Director: Sébastien Bazin | Management | For | For |
| 2. | Election of Director: H. Lawrence Culp, Jr. | Management | For | For |
| 3. | Election of Director: Francisco D'Souza | Management | For | For |
| 4. | Election of Director: Edward Garden | Management | For | For |
| 5. | Election of Director: Thomas Horton | Management | For | For |
| 6. | Election of Director: Risa Lavizzo-Mourey | Management | For | For |
| 7. | Election of Director: Catherine Lesjak | Management | For | For |
| 8. | Election of Director: Paula Rosput Reynolds | Management | For | For |
| 9 | Election of Director: Leslie Seidman | Management | For | For |
| 10. | Election of Director: James Tisch | Management | For | For |
| 11. | Advisory Approval of Our Named Executives' | Management | For | For |
| Compensation | | | |
| 12. | Approval of a Reduction of Minimum Number of Directors | Management | For | For |
| from 10 to 7 | | | |
| 13. | Ratification of KPMG as Independent Auditor for 2019 | Management | Against | Against |
| 14. | Require the Chairman of the Board to be Independent | Shareholder | Against | For |
| 15. | Adopt Cumulative Voting for Director Elections | Shareholder | Against | For |
| BRUNSWICK CORPORATION |
| Security | 117043109 | Meeting Type | Annual |
| Ticker Symbol | BC | Meeting Date | 08-May-2019 |
| ISIN | US1170431092 | Agenda | 934953868 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: David C. Everitt | Management | For | For |
| 1b. | Election of Director: Lauren Patricia Flaherty | Management | For | For |
| 1c. | Election of Director: Joseph W. McClanathan | Management | For | For |
| 1d. | Election of Director: Roger J. Wood | Management | For | For |
| 2. | The approval of the compensation of our Named | Management | For | For |
| Executive Officers on an advisory basis. | | | |
| 3. | The ratification of the Audit Committee's appointment of | Management | For | For |
| Deloitte & Touche LLP as the Company's independent | | | |
| registered public accounting firm for the fiscal year | | | |
| ending December 31, 2019. | | | |
Page 23 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HARLEY-DAVIDSON, INC. |
| Security | 412822108 | Meeting Type | Annual |
| Ticker Symbol | HOG | Meeting Date | 09-May-2019 |
| ISIN | US4128221086 | Agenda | 934957537 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Troy Alstead | | For | For |
| 2 | R. John Anderson | | For | For |
| 3 | Michael J. Cave | | For | For |
| 4 | Allan Golston | | For | For |
| 5 | Matthew S. Levatich | | For | For |
| 6 | Sara L. Levinson | | For | For |
| 7 | N. Thomas Linebarger | | For | For |
| 8 | Brian R. Niccol | | For | For |
| 9 | Maryrose T. Sylvester | | For | For |
| 10 | Jochen Zeitz | | For | For |
| 2. | To approve, by advisory vote, the compensation of our | Management | For | For |
| Named Executive Officers. | | | |
| 3. | To ratify the selection of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| fiscal year ending December 31, 2019. | | | |
| FIRST DATA CORPORATION |
| Security | 32008D106 | Meeting Type | Annual |
| Ticker Symbol | FDC | Meeting Date | 09-May-2019 |
| ISIN | US32008D1063 | Agenda | 934958907 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Frank J. Bisignano | | For | For |
| 2 | Henry R. Kravis | | For | For |
| 3 | Heidi G. Miller | | For | For |
| 2. | Cast an advisory vote on the compensation of named | Management | For | For |
| executive officers. | | | |
| 3. | Ratify the appointment of Ernst & Young LLP as First | Management | For | For |
| Data's independent registered public accounting firm for | | | |
| our fiscal year ending December 31, 2019. | | | |
| MASCO CORPORATION |
| Security | 574599106 | Meeting Type | Annual |
| Ticker Symbol | MAS | Meeting Date | 10-May-2019 |
| ISIN | US5745991068 | Agenda | 934980497 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Marie A. Ffolkes | Management | For | For |
| 1b. | Election of Director: Donald R. Parfet | Management | For | For |
| 1c. | Election of Director: Lisa A. Payne | Management | For | For |
| 1d. | Election of Director: Reginald M. Turner | Management | For | For |
| 2. | To approve, by non-binding advisory vote, the | Management | For | For |
| compensation paid to the Company's named executive | | | |
| officers, as disclosed pursuant to the compensation | | | |
| disclosure rules of the SEC, including the Compensation | | | |
| Discussion and Analysis, the compensation tables and | | | |
| the related materials disclosed in the Proxy Statement | | | |
| 3. | To ratify the selection of PricewaterhouseCoopers LLP as | Management | For | For |
| independent auditors for the Company for 2019. | | | |
Page 24 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CIT GROUP INC. |
| Security | 125581801 | Meeting Type | Annual |
| Ticker Symbol | CIT | Meeting Date | 14-May-2019 |
| ISIN | US1255818015 | Agenda | 934963922 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Ellen R. Alemany | Management | For | For |
| 1b. | Election of Director: Michael L. Brosnan | Management | For | For |
| 1c. | Election of Director: Michael A. Carpenter | Management | For | For |
| 1d. | Election of Director: Dorene C. Dominguez | Management | For | For |
| 1e. | Election of Director: Alan Frank | Management | For | For |
| 1f. | Election of Director: William M. Freeman | Management | For | For |
| 1g. | Election of Director: R. Brad Oates | Management | For | For |
| 1h. | Election of Director: Gerald Rosenfeld | Management | For | For |
| 1i. | Election of Director: Vice Admiral John R. Ryan, USN | Management | For | For |
| (Ret.) | | | |
| 1j. | Election of Director: Sheila A. Stamps | Management | For | For |
| 1k. | Election of Director: Khanh T. Tran | Management | For | For |
| 1l. | Election of Director: Laura S. Unger | Management | For | For |
| 2. | To ratify the appointment of Deloitte & Touche LLP as | Management | For | For |
| CIT's independent registered public accounting firm and | | | |
| external auditors for 2019. | | | |
| 3. | To recommend, by non-binding vote, the compensation | Management | For | For |
| of CIT's named executive officers. | | | |
| STATE STREET CORPORATION |
| Security | 857477103 | Meeting Type | Annual |
| Ticker Symbol | STT | Meeting Date | 15-May-2019 |
| ISIN | US8574771031 | Agenda | 934969277 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: K. Burnes | Management | For | For |
| 1b. | Election of Director: P. de Saint-Aignan | Management | For | For |
| 1c. | Election of Director: L. Dugle | Management | For | For |
| 1d. | Election of Director: A. Fawcett | Management | For | For |
| 1e. | Election of Director: W. Freda | Management | For | For |
| 1f. | Election of Director: J. Hooley | Management | For | For |
| 1g. | Election of Director: S. Mathew | Management | For | For |
| 1h. | Election of Director: W. Meaney | Management | For | For |
| 1i. | Election of Director: R. O'Hanley | Management | For | For |
| 1j. | Election of Director: S. O'Sullivan | Management | For | For |
| 1k. | Election of Director: R. Sergel | Management | For | For |
| 1l. | Election of Director: G. Summe | Management | For | For |
| 2. | To approve an advisory proposal on executive | Management | For | For |
| compensation. | | | |
| 3. | To ratify the selection of Ernst & Young LLP as State | Management | For | For |
| Street's independent registered public accounting firm for | | | |
| the year ending December 31, 2019. | | | |
Page 25 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| INTEL CORPORATION |
| Security | 458140100 | Meeting Type | Annual |
| Ticker Symbol | INTC | Meeting Date | 16-May-2019 |
| ISIN | US4581401001 | Agenda | 934963679 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Aneel Bhusri | Management | For | For |
| 1b. | Election of Director: Andy D. Bryant | Management | For | For |
| 1c. | Election of Director: Reed E. Hundt | Management | For | For |
| 1d. | Election of Director: Omar Ishrak | Management | For | For |
| 1e. | Election of Director: Risa Lavizzo-Mourey | Management | For | For |
| 1f. | Election of Director: Tsu-Jae King Liu | Management | For | For |
| 1g. | Election of Director: Gregory D. Smith | Management | For | For |
| 1h. | Election of Director: Robert ("Bob") H. Swan | Management | For | For |
| 1i. | Election of Director: Andrew Wilson | Management | For | For |
| 1j. | Election of Director: Frank D. Yeary | Management | For | For |
| 2. | Ratification of selection of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for 2019 | | | |
| 3. | Advisory vote to approve executive compensation of our | Management | Against | Against |
| listed officers | | | |
| 4. | Approval of amendment and restatement of the 2006 | Management | For | For |
| Equity Incentive Plan | | | |
| 5. | Stockholder proposal on whether to allow stockholders to | Shareholder | Against | For |
| act by written consent, if properly presented | | | |
| 6. | Stockholder proposal requesting a report on the risks | Shareholder | Against | For |
| associated with emerging public policies addressing the | | | |
| gender pay gap, if properly presented | | | |
| 7. | Stockholder proposal requesting an annual advisory vote | Shareholder | For | Against |
| on political contributions, if properly presented | | | |
| CVS HEALTH CORPORATION |
| Security | 126650100 | Meeting Type | Annual |
| Ticker Symbol | CVS | Meeting Date | 16-May-2019 |
| ISIN | US1266501006 | Agenda | 934964203 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Fernando Aguirre | Management | For | For |
| 1b. | Election of Director: Mark T. Bertolini | Management | For | For |
| 1c. | Election of Director: Richard M. Bracken | Management | For | For |
| 1d. | Election of Director: C. David Brown II | Management | For | For |
| 1e. | Election of Director: Alecia A. DeCoudreaux | Management | For | For |
| 1f. | Election of Director: Nancy-Ann M. DeParle | Management | For | For |
| 1g. | Election of Director: David W. Dorman | Management | For | For |
| 1h. | Election of Director: Roger N. Farah | Management | For | For |
| 1i. | Election of Director: Anne M. Finucane | Management | For | For |
| 1j. | Election of Director: Edward J. Ludwig | Management | For | For |
| 1k. | Election of Director: Larry J. Merlo | Management | For | For |
| 1l. | Election of Director: Jean-Pierre Millon | Management | For | For |
| 1m. | Election of Director: Mary L. Schapiro | Management | For | For |
| 1n. | Election of Director: Richard J. Swift | Management | For | For |
| 1o. | Election of Director: William C. Weldon | Management | For | For |
| 1p. | Election of Director: Tony L. White | Management | For | For |
| 2. | Proposal to ratify appointment of independent registered | Management | For | For |
| public accounting firm for 2019. | | | |
| 3. | Say on Pay, a proposal to approve, on an advisory basis, | Management | Against | Against |
| the Company's executive compensation. | | | |
| 4. | Stockholder proposal regarding exclusion of legal or | Shareholder | For | Against |
| compliance costs from financial performance adjustments | | | |
| for executive compensation. | | | |
Page 26 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| DISCOVER FINANCIAL SERVICES |
| Security | 254709108 | Meeting Type | Annual |
| Ticker Symbol | DFS | Meeting Date | 16-May-2019 |
| ISIN | US2547091080 | Agenda | 934964784 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jeffrey S. Aronin | Management | For | For |
| 1b. | Election of Director: Mary K. Bush | Management | For | For |
| 1c. | Election of Director: Gregory C. Case | Management | For | For |
| 1d. | Election of Director: Candace H. Duncan | Management | For | For |
| 1e. | Election of Director: Joseph F. Eazor | Management | For | For |
| 1f. | Election of Director: Cynthia A. Glassman | Management | For | For |
| 1g. | Election of Director: Roger C. Hochschild | Management | For | For |
| 1h. | Election of Director: Thomas G. Maheras | Management | For | For |
| 1i. | Election of Director: Michael H. Moskow | Management | For | For |
| 1j. | Election of Director: Mark A. Thierer | Management | For | For |
| 1k. | Election of Director: Lawrence A. Weinbach | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| 3. | To ratify the appointment of Deloitte & Touche LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| 4. | To amend the Company's Certificate of Incorporation to | Management | For | For |
| eliminate supermajority voting requirements. | | | |
| 5. | To amend the Company's Certificate of Incorporation to | Management | For | For |
| grant shareholders the right to call special meetings. | | | |
| 6. | Advisory vote on a shareholder proposal regarding the | Shareholder | Against | For |
| right of shareholders to call special meetings, if properly | | | |
| presented. | | | |
| PIONEER NATURAL RESOURCES COMPANY |
| Security | 723787107 | Meeting Type | Annual |
| Ticker Symbol | PXD | Meeting Date | 16-May-2019 |
| ISIN | US7237871071 | Agenda | 934976652 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Edison C. Buchanan | Management | For | For |
| 1b. | Election of Director: Andrew F. Cates | Management | For | For |
| 1c. | Election of Director: Phillip A. Gobe | Management | For | For |
| 1d. | Election of Director: Larry R. Grillot | Management | For | For |
| 1e. | Election of Director: Stacy P. Methvin | Management | For | For |
| 1f. | Election of Director: Royce W. Mitchell | Management | For | For |
| 1g. | Election of Director: Frank A. Risch | Management | For | For |
| 1h. | Election of Director: Scott D. Sheffield | Management | For | For |
| 1i. | Election of Director: Mona K. Sutphen | Management | For | For |
| 1j. | Election of Director: J. Kenneth Thompson | Management | For | For |
| 1k. | Election of Director: Phoebe A. Wood | Management | For | For |
| 1l. | Election of Director: Michael D. Wortley | Management | For | For |
| 2. | RATIFICATION OF SELECTION OF ERNST & YOUNG | Management | For | For |
| LLP AS THE COMPANY'S INDEPENDENT | | | |
| REGISTERED PUBLIC ACCOUNTING FIRM FOR 2019 | | | |
| 3. | ADVISORY VOTE TO APPROVE NAMED EXECUTIVE | Management | For | For |
| OFFICER COMPENSATION | | | |
Page 27 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HANGER, INC. |
| Security | 41043F208 | Meeting Type | Annual |
| Ticker Symbol | HNGR | Meeting Date | 17-May-2019 |
| ISIN | US41043F2083 | Agenda | 934964912 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Vinit K. Asar | | For | For |
| 2 | Asif Ahmad | | For | For |
| 3 | Christopher B. Begley | | For | For |
| 4 | John T. Fox | | For | For |
| 5 | Thomas C. Freyman | | For | For |
| 6 | Stephen E. Hare | | For | For |
| 7 | Cynthia L. Lucchese | | For | For |
| 8 | Richard R. Pettingill | | For | For |
| 9 | Kathryn M. Sullivan | | For | For |
| 2. | To approve, by advisory vote, the compensation of the | Management | For | For |
| Company's named executive officers. | | | |
| 3. | To approve, by advisory vote, the frequency of future | Management | 1 Year | For |
| advisory votes on the compensation of the Company's | | | |
| named executive officers. | | | |
| 4. | To approve the adoption of the Hanger, Inc. 2019 | Management | Against | Against |
| Omnibus Incentive Plan. | | | |
| 5. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the Company's independent auditor for the fiscal | | | |
| year ended December 31, 2019. | | | |
| WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORP |
| Security | 929740108 | Meeting Type | Annual |
| Ticker Symbol | WAB | Meeting Date | 17-May-2019 |
| ISIN | US9297401088 | Agenda | 934976208 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | William E. Kassling | | For | For |
| 2 | Albert J. Neupaver | | For | For |
| 2. | Approve an advisory (non-binding) resolution relating to | Management | For | For |
| the approval of 2018 named executive officer | | | |
| compensation. | | | |
| 3. | Ratify the appointment of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| 2019 fiscal year. | | | |
| HD SUPPLY HOLDINGS, INC. |
| Security | 40416M105 | Meeting Type | Annual |
| Ticker Symbol | HDS | Meeting Date | 21-May-2019 |
| ISIN | US40416M1053 | Agenda | 934965774 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Joseph J. DeAngelo | | For | For |
| 2 | Patrick R. McNamee | | For | For |
| 3 | Scott D. Ostfeld | | For | For |
| 4 | Charles W. Peffer | | For | For |
| 5 | James A. Rubright | | For | For |
| 6 | Lauren Taylor Wolfe | | For | For |
| 2. | To ratify our board of directors' appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as our independent | | | |
| registered public accounting firm for the fiscal year | | | |
| ending on February 2, 2020. | | | |
| 3. | To approve the HD Supply Holdings, Inc. Amended and | Management | For | For |
| Restated Employee Stock Purchase Plan. | | | |
Page 28 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| JPMORGAN CHASE & CO. |
| Security | 46625H100 | Meeting Type | Annual |
| Ticker Symbol | JPM | Meeting Date | 21-May-2019 |
| ISIN | US46625H1005 | Agenda | 934979088 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Linda B. Bammann | Management | For | For |
| 1b. | Election of Director: James A. Bell | Management | For | For |
| 1c. | Election of Director: Stephen B. Burke | Management | For | For |
| 1d. | Election of Director: Todd A. Combs | Management | For | For |
| 1e. | Election of Director: James S. Crown | Management | For | For |
| 1f. | Election of Director: James Dimon | Management | For | For |
| 1g. | Election of Director: Timothy P. Flynn | Management | For | For |
| 1h. | Election of Director: Mellody Hobson | Management | For | For |
| 1i. | Election of Director: Laban P. Jackson, Jr. | Management | For | For |
| 1j. | Election of Director: Michael A. Neal | Management | For | For |
| 1k. | Election of Director: Lee R. Raymond | Management | For | For |
| 2. | Advisory resolution to approve executive compensation | Management | Against | Against |
| 3. | Ratification of independent registered public accounting | Management | For | For |
| firm | | | |
| 4. | Gender pay equity report | Shareholder | Against | For |
| 5. | Enhance shareholder proxy access | Shareholder | Against | For |
| 6. | Cumulative voting | Shareholder | Against | For |
| AMGEN INC. |
| Security | 031162100 | Meeting Type | Annual |
| Ticker Symbol | AMGN | Meeting Date | 21-May-2019 |
| ISIN | US0311621009 | Agenda | 934979266 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Dr. Wanda M. Austin | Management | For | For |
| 1b. | Election of Director: Mr. Robert A. Bradway | Management | For | For |
| 1c. | Election of Director: Dr. Brian J. Druker | Management | For | For |
| 1d. | Election of Director: Mr. Robert A. Eckert | Management | For | For |
| 1e. | Election of Director: Mr. Greg C. Garland | Management | For | For |
| 1f. | Election of Director: Mr. Fred Hassan | Management | For | For |
| 1g. | Election of Director: Dr. Rebecca M. Henderson | Management | For | For |
| 1h. | Election of Director: Mr. Charles M. Holley, Jr. | Management | For | For |
| 1i. | Election of Director: Dr. Tyler Jacks | Management | For | For |
| 1j. | Election of Director: Ms. Ellen J. Kullman | Management | For | For |
| 1k. | Election of Director: Dr. Ronald D. Sugar | Management | For | For |
| 1l. | Election of Director: Dr. R. Sanders Williams | Management | For | For |
| 2. | Advisory vote to approve our executive compensation. | Management | Against | Against |
| 3. | To ratify the selection of Ernst & Young LLP as our | Management | For | For |
| independent registered public accountants for the fiscal | | | |
| year ending December 31, 2019. | | | |
| LUMBER LIQUIDATORS HOLDINGS, INC. |
| Security | 55003T107 | Meeting Type | Annual |
| Ticker Symbol | LL | Meeting Date | 22-May-2019 |
| ISIN | US55003T1079 | Agenda | 934965990 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Terri Funk Graham | | For | For |
| 2 | Famous P. Rhodes | | For | For |
| 2. | Proposal to ratify the selection of Ernst & Young LLP as | Management | For | For |
| the Company's independent registered public accounting | | | |
| firm for the fiscal year ending December 31, 2019. | | | |
| 3. | Proposal to approve a non-binding advisory resolution | Management | Against | Against |
| approving the compensation of the Company's named | | | |
| executive officers. | | | |
| 4. | Proposal to approve an amendment and restatement of | Management | Against | Against |
| the Amended and Restated Lumber Liquidators Holdings, | | | |
| Inc. 2011 Equity Compensation Plan. | | | |
Page 29 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| PAYPAL HOLDINGS, INC. |
| Security | 70450Y103 | Meeting Type | Annual |
| Ticker Symbol | PYPL | Meeting Date | 22-May-2019 |
| ISIN | US70450Y1038 | Agenda | 934983316 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Rodney C. Adkins | Management | For | For |
| 1b. | Election of Director: Wences Casares | Management | For | For |
| 1c. | Election of Director: Jonathan Christodoro | Management | For | For |
| 1d. | Election of Director: John J. Donahoe | Management | For | For |
| 1e. | Election of Director: David W. Dorman | Management | For | For |
| 1f. | Election of Director: Belinda J. Johnson | Management | For | For |
| 1g. | Election of Director: Gail J. McGovern | Management | For | For |
| 1h. | Election of Director: Deborah M. Messemer | Management | For | For |
| 1i. | Election of Director: David M. Moffett | Management | For | For |
| 1j. | Election of Director: Ann M. Sarnoff | Management | For | For |
| 1k. | Election of Director: Daniel H. Schulman | Management | For | For |
| 1l. | Election of Director: Frank D. Yeary | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | Against | Against |
| compensation. | | | |
| 3. | Ratification of the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as our independent auditor | | | |
| for 2019. | | | |
| 4. | Stockholder proposal regarding political disclosure. | Shareholder | For | Against |
| 5. | Stockholder proposal regarding human and indigenous | Shareholder | Against | For |
| peoples' rights. | | | |
| MERCK & CO., INC. |
| Security | 58933Y105 | Meeting Type | Annual |
| Ticker Symbol | MRK | Meeting Date | 28-May-2019 |
| ISIN | US58933Y1055 | Agenda | 934988328 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Leslie A. Brun | Management | For | For |
| 1b. | Election of Director: Thomas R. Cech | Management | For | For |
| 1c. | Election of Director: Mary Ellen Coe | Management | For | For |
| 1d. | Election of Director: Pamela J. Craig | Management | For | For |
| 1e. | Election of Director: Kenneth C. Frazier | Management | For | For |
| 1f. | Election of Director: Thomas H. Glocer | Management | For | For |
| 1g. | Election of Director: Rochelle B. Lazarus | Management | For | For |
| 1h. | Election of Director: Paul B. Rothman | Management | For | For |
| 1i. | Election of Director: Patricia F. Russo | Management | For | For |
| 1j. | Election of Director: Inge G. Thulin | Management | For | For |
| 1k. | Election of Director: Wendell P. Weeks | Management | For | For |
| 1l. | Election of Director: Peter C. Wendell | Management | For | For |
| 2. | Non-binding advisory vote to approve the compensation | Management | For | For |
| of our named executive officers. | | | |
| 3. | Proposal to adopt the 2019 Incentive Stock Plan. | Management | For | For |
| 4. | Ratification of the appointment of the Company's | Management | For | For |
| independent registered public accounting firm for 2019. | | | |
| 5. | Shareholder proposal concerning an independent board | Shareholder | Against | For |
| chairman. | | | |
| 6. | Shareholder proposal concerning executive incentives | Shareholder | For | Against |
| and stock buybacks. | | | |
| 7. | Shareholder proposal concerning drug pricing. | Shareholder | Against | For |
Page 30 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| EXXON MOBIL CORPORATION |
| Security | 30231G102 | Meeting Type | Annual |
| Ticker Symbol | XOM | Meeting Date | 29-May-2019 |
| ISIN | US30231G1022 | Agenda | 934991488 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Susan K. Avery | Management | For | For |
| 1b. | Election of Director: Angela F. Braly | Management | For | For |
| 1c. | Election of Director: Ursula M. Burns | Management | For | For |
| 1d. | Election of Director: Kenneth C. Frazier | Management | For | For |
| 1e. | Election of Director: Steven A. Kandarian | Management | For | For |
| 1f. | Election of Director: Douglas R. Oberhelman | Management | For | For |
| 1g. | Election of Director: Samuel J. Palmisano | Management | For | For |
| 1h. | Election of Director: Steven S Reinemund | Management | For | For |
| 1i. | Election of Director: William C. Weldon | Management | For | For |
| 1j. | Election of Director: Darren W. Woods | Management | For | For |
| 2. | Ratification of Independent Auditors (page 28) | Management | For | For |
| 3. | Advisory Vote to Approve Executive Compensation (page | Management | For | For |
| 30) | | | |
| 4. | Independent Chairman (page 58) | Shareholder | Against | For |
| 5. | Special Shareholder Meetings (page 59) | Shareholder | Against | For |
| 6. | Board Matrix (page 61) | Shareholder | Against | For |
| 7. | Climate Change Board Committee (page 62) | Shareholder | Against | For |
| 8. | Report on Risks of Gulf Coast Petrochemical Investments | Shareholder | Against | For |
| (page 64) | | | |
| 9. | Report on Political Contributions (page 66) | Shareholder | For | Against |
| 10. | Report on Lobbying (page 67) | Shareholder | For | Against |
| CHEVRON CORPORATION |
| Security | 166764100 | Meeting Type | Annual |
| Ticker Symbol | CVX | Meeting Date | 29-May-2019 |
| ISIN | US1667641005 | Agenda | 934993088 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: W. M. Austin | Management | For | For |
| 1b. | Election of Director: J. B. Frank | Management | For | For |
| 1c. | Election of Director: A. P. Gast | Management | For | For |
| 1d. | Election of Director: E. Hernandez, Jr. | Management | For | For |
| 1e. | Election of Director: C. W. Moorman IV | Management | For | For |
| 1f. | Election of Director: D. F. Moyo | Management | For | For |
| 1g. | Election of Director: D. Reed-Klages | Management | For | For |
| 1h. | Election of Director: R. D. Sugar | Management | For | For |
| 1i. | Election of Director: I. G. Thulin | Management | For | For |
| 1j. | Election of Director: D. J. Umpleby III | Management | For | For |
| 1k. | Election of Director: M. K. Wirth | Management | For | For |
| 2. | Ratification of Appointment of PwC as Independent | Management | For | For |
| Registered Public Accounting Firm | | | |
| 3. | Advisory Vote to Approve Named Executive Officer | Management | For | For |
| Compensation | | | |
| 4. | Report on Human Right to Water | Shareholder | Against | For |
| 5. | Report on Reducing Carbon Footprint | Shareholder | Against | For |
| 6. | Create a Board Committee on Climate Change | Shareholder | Against | For |
| 7. | Adopt Policy for an Independent Chairman | Shareholder | Against | For |
| 8. | Set Special Meeting Threshold at 10% | Shareholder | Against | For |
Page 31 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| EBAY INC. |
| Security | 278642103 | Meeting Type | Annual |
| Ticker Symbol | EBAY | Meeting Date | 30-May-2019 |
| ISIN | US2786421030 | Agenda | 934993583 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Fred D. Anderson Jr. | Management | For | For |
| 1b. | Election of Director: Anthony J. Bates | Management | For | For |
| 1c. | Election of Director: Adriane M. Brown | Management | For | For |
| 1d. | Election of Director: Jesse A. Cohn | Management | For | For |
| 1e. | Election of Director: Diana Farrell | Management | For | For |
| 1f. | Election of Director: Logan D. Green | Management | For | For |
| 1g. | Election of Director: Bonnie S. Hammer | Management | For | For |
| 1h. | Election of Director: Kathleen C. Mitic | Management | For | For |
| 1i. | Election of Director: Matthew J. Murphy | Management | For | For |
| 1j. | Election of Director: Pierre M. Omidyar | Management | For | For |
| 1k. | Election of Director: Paul S. Pressler | Management | For | For |
| 1l. | Election of Director: Robert H. Swan | Management | For | For |
| 1m. | Election of Director: Thomas J. Tierney | Management | For | For |
| 1n. | Election of Director: Perry M. Traquina | Management | For | For |
| 1o. | Election of Director: Devin N. Wenig | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | Against | Against |
| compensation. | | | |
| 3. | Ratification of appointment of independent auditors. | Management | For | For |
| 4. | Management proposal to amend special meeting | Management | For | For |
| provisions in the Company's charter and bylaws. | | | |
| 5. | Stockholder proposal requesting that the Board require | Shareholder | For | Against |
| an independent chair, if properly presented. | | | |
| FACEBOOK, INC. |
| Security | 30303M102 | Meeting Type | Annual |
| Ticker Symbol | FB | Meeting Date | 30-May-2019 |
| ISIN | US30303M1027 | Agenda | 934995082 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Peggy Alford | | For | For |
| 2 | Marc L. Andreessen | | For | For |
| 3 | Kenneth I. Chenault | | For | For |
| 4 | S. D. Desmond-Hellmann | | For | For |
| 5 | Sheryl K. Sandberg | | For | For |
| 6 | Peter A. Thiel | | For | For |
| 7 | Jeffrey D. Zients | | For | For |
| 8 | Mark Zuckerberg | | For | For |
| 2. | To ratify the appointment of Ernst & Young LLP as | Management | For | For |
| Facebook, Inc.'s independent registered public | | | |
| accounting firm for the fiscal year ending December 31, | | | |
| 2019. | | | |
| 3. | To approve, on a non-binding advisory basis, the | Management | Against | Against |
| compensation program for Facebook, Inc.'s named | | | |
| executive officers as disclosed in Facebook, Inc.'s proxy | | | |
| statement. | | | |
| 4. | To vote, on a non-binding advisory basis, whether a non- | Management | 1 Year | Against |
| binding advisory vote on the compensation program for | | | |
| Facebook, Inc.'s named executive officers should be held | | | |
| every one, two or three years. | | | |
| 5. | A stockholder proposal regarding change in stockholder | Shareholder | Against | For |
| voting. | | | |
| 6. | A stockholder proposal regarding an independent chair. | Shareholder | Against | For |
| 7. | A stockholder proposal regarding majority voting for | Shareholder | Against | For |
| directors. | | | |
Page 32 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| 8. | A stockholder proposal regarding true diversity board | Shareholder | Against | For |
| policy. | | | |
| 9. | A stockholder proposal regarding a content governance | Shareholder | Against | For |
| report. | | | |
| 10. | A stockholder proposal regarding median gender pay | Shareholder | Against | For |
| gap. | | | |
| 11. | A stockholder proposal regarding workforce diversity. | Shareholder | Against | For |
| 12. | A stockholder proposal regarding strategic alternatives. | Shareholder | Against | For |
| ZIONS BANCORPORATION |
| Security | 989701107 | Meeting Type | Annual |
| Ticker Symbol | ZION | Meeting Date | 31-May-2019 |
| ISIN | US9897011071 | Agenda | 934993230 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A. | Election of Director: Jerry C. Atkin | Management | For | For |
| 1B. | Election of Director: Gary L. Crittenden | Management | For | For |
| 1C. | Election of Director: Suren K. Gupta | Management | For | For |
| 1D. | Election of Director: J. David Heaney | Management | For | For |
| 1E. | Election of Director: Vivian S. Lee | Management | For | For |
| 1F. | Election of Director: Scott J. McLean | Management | For | For |
| 1G. | Election of Director: Edward F. Murphy | Management | For | For |
| 1H. | Election of Director: Stephen D. Quinn | Management | For | For |
| 1I. | Election of Director: Harris H. Simmons | Management | For | For |
| 1J. | Election of Director: Aaron B. Skonnard | Management | For | For |
| 1K. | Election of Director: Barbara A. Yastine | Management | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| the Independent Registered Public Accounting Firm to | | | |
| audit the Company's financial statements for the current | | | |
| fiscal year. | | | |
| 3. | Approval, on a nonbinding advisory basis, of the | Management | For | For |
| compensation paid to the Company's named executive | | | |
| officers with respect to fiscal year ended December 31, | | | |
| 2018. | | | |
| 4. | To recommend, by non-binding vote, the frequency of the | Management | 1 Year | For |
| shareholder non-binding vote to approve executive | | | |
| compensation votes. | | | |
| UNITEDHEALTH GROUP INCORPORATED |
| Security | 91324P102 | Meeting Type | Annual |
| Ticker Symbol | UNH | Meeting Date | 03-Jun-2019 |
| ISIN | US91324P1021 | Agenda | 934998963 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: William C. Ballard, Jr. | Management | For | For |
| 1b. | Election of Director: Richard T. Burke | Management | For | For |
| 1c. | Election of Director: Timothy P. Flynn | Management | For | For |
| 1d. | Election of Director: Stephen J. Hemsley | Management | For | For |
| 1e. | Election of Director: Michele J. Hooper | Management | For | For |
| 1f. | Election of Director: F. William McNabb III | Management | For | For |
| 1g. | Election of Director: Valerie C. Montgomery Rice, M.D. | Management | For | For |
| 1h. | Election of Director: John H. Noseworthy, M.D. | Management | For | For |
| 1i. | Election of Director: Glenn M. Renwick | Management | For | For |
| 1j. | Election of Director: David S. Wichmann | Management | For | For |
| 1k. | Election of Director: Gail R. Wilensky, Ph.D. | Management | For | For |
| 2. | Advisory approval of the Company's executive | Management | Against | Against |
| compensation. | | | |
| 3. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as the independent registered public accounting firm for | | | |
| the Company for the year ending December 31, 2019. | | | |
| 4. | The shareholder proposal set forth in the proxy statement | Shareholder | Against | For |
| requesting an amendment to the proxy access bylaw, if | | | |
| properly presented at the 2019 Annual Meeting of | | | |
| Shareholders. | | | |
Page 33 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ALLIANCE DATA SYSTEMS CORPORATION |
| Security | 018581108 | Meeting Type | Annual |
| Ticker Symbol | ADS | Meeting Date | 04-Jun-2019 |
| ISIN | US0185811082 | Agenda | 935002054 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Bruce K. Anderson | Management | For | For |
| 1.2 | Election of Director: Roger H. Ballou | Management | For | For |
| 1.3 | Election of Director: Kelly J. Barlow | Management | For | For |
| 1.4 | Election of Director: Edward J. Heffernan | Management | For | For |
| 1.5 | Election of Director: Kenneth R. Jensen | Management | For | For |
| 1.6 | Election of Director: Robert A. Minicucci | Management | For | For |
| 1.7 | Election of Director: Timothy J. Theriault | Management | For | For |
| 1.8 | Election of Director: Laurie A. Tucker | Management | For | For |
| 1.9 | Election of Director: Sharen J. Turney | Management | For | For |
| 2. | Advisory vote to approve executive compensation. | Management | For | For |
| 3. | Ratification of the selection of Deloitte & Touche LLP as | Management | For | For |
| the independent registered public accounting firm of | | | |
| Alliance Data Systems Corporation for 2019. | | | |
| DEVON ENERGY CORPORATION |
| Security | 25179M103 | Meeting Type | Annual |
| Ticker Symbol | DVN | Meeting Date | 05-Jun-2019 |
| ISIN | US25179M1036 | Agenda | 935003169 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Barbara M. Baumann | | For | For |
| 2 | John E. Bethancourt | | For | For |
| 3 | Ann G. Fox | | For | For |
| 4 | David A. Hager | | For | For |
| 5 | Robert H. Henry | | For | For |
| 6 | Michael M. Kanovsky | | For | For |
| 7 | John Krenicki Jr. | | For | For |
| 8 | Robert A. Mosbacher Jr. | | For | For |
| 9 | Duane C. Radtke | | For | For |
| 10 | Keith O. Rattie | | For | For |
| 11 | Mary P. Ricciardello | | For | For |
| 2. | Ratify the appointment of the Company's Independent | Management | For | For |
| Auditors for 2019. | | | |
| 3. | Advisory Vote to Approve Executive Compensation. | Management | For | For |
| FREEPORT-MCMORAN INC. |
| Security | 35671D857 | Meeting Type | Annual |
| Ticker Symbol | FCX | Meeting Date | 12-Jun-2019 |
| ISIN | US35671D8570 | Agenda | 935006800 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Richard C. Adkerson | Management | For | For |
| 1.2 | Election of Director: Gerald J. Ford | Management | For | For |
| 1.3 | Election of Director: Lydia H. Kennard | Management | For | For |
| 1.4 | Election of Director: Dustan E. McCoy | Management | For | For |
| 1.5 | Election of Director: Frances Fragos Townsend | Management | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our independent registered public accounting firm for | | | |
| 2019. | | | |
| 3. | Approval, on an advisory basis, of the compensation of | Management | For | For |
| our named executive officers. | | | |
Page 34 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| TARGET CORPORATION |
| Security | 87612E106 | Meeting Type | Annual |
| Ticker Symbol | TGT | Meeting Date | 12-Jun-2019 |
| ISIN | US87612E1064 | Agenda | 935008222 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Roxanne S. Austin | Management | For | For |
| 1b. | Election of Director: Douglas M. Baker, Jr. | Management | For | For |
| 1c. | Election of Director: George S. Barrett | Management | For | For |
| 1d. | Election of Director: Brian C. Cornell | Management | For | For |
| 1e. | Election of Director: Calvin Darden | Management | For | For |
| 1f. | Election of Director: Henrique De Castro | Management | For | For |
| 1g. | Election of Director: Robert L. Edwards | Management | For | For |
| 1h. | Election of Director: Melanie L. Healey | Management | For | For |
| 1i. | Election of Director: Donald R. Knauss | Management | For | For |
| 1j. | Election of Director: Monica C. Lozano | Management | For | For |
| 1k. | Election of Director: Mary E. Minnick | Management | For | For |
| 1l. | Election of Director: Kenneth L. Salazar | Management | For | For |
| 1m. | Election of Director: Dmitri L. Stockton | Management | For | For |
| 2. | Company proposal to ratify the appointment of Ernst & | Management | For | For |
| Young LLP as our independent registered public | | | |
| accounting firm. | | | |
| 3. | Company proposal to approve, on an advisory basis, our | Management | For | For |
| executive compensation (Say on Pay). | | | |
| 4. | Shareholder proposal to amend the proxy access bylaw | Shareholder | Against | For |
| to remove candidate resubmission threshold. | | | |
| FIDELITY NATIONAL FINANCIAL, INC. |
| Security | 31620R303 | Meeting Type | Annual |
| Ticker Symbol | FNF | Meeting Date | 12-Jun-2019 |
| ISIN | US31620R3030 | Agenda | 935015506 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Richard N. Massey | | For | For |
| 2 | Daniel D. Lane | | For | For |
| 3 | Cary H. Thompson | | For | For |
| 2. | Approval of a non-binding advisory resolution on the | Management | Against | Against |
| compensation paid to our named executive officers. | | | |
| 3. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our independent registered public accounting firm for the | | | |
| 2019 fiscal year. | | | |
Page 35 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| NXP SEMICONDUCTORS NV. |
| Security | N6596X109 | Meeting Type | Annual |
| Ticker Symbol | NXPI | Meeting Date | 17-Jun-2019 |
| ISIN | NL0009538784 | Agenda | 935037425 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 2.C | Adoption of the 2018 statutory annual accounts | Management | For | For |
| 2.D | Granting discharge to the executive member and non- | Management | For | For |
| executive members of the Board of Directors for their | | | |
| responsibilities in the financial year 2018 | | | |
| 3.A | Proposal to re-appoint Mr. Richard L Clemmer as | Management | For | For |
| executive director | | | |
| 3.B | Proposal to re-appoint Sir Peter Bonfield as non- | Management | For | For |
| executive director | | | |
| 3.C | Proposal to re-appoint Mr. Kenneth A. Goldman as non- | Management | For | For |
| executive director | | | |
| 3.D | Proposal to re-appoint Mr. Josef Kaeser as non-executive | Management | For | For |
| director | | | |
| 3.E | Proposal to appoint Mrs. Lena Olving as non-executive | Management | For | For |
| director | | | |
| 3.F | Proposal to re-appoint Mr. Peter Smitham as non- | Management | For | For |
| executive director | | | |
| 3.G | Proposal to re-appoint Ms. Julie Southern as non- | Management | For | For |
| executive director | | | |
| 3.H | Proposal to appoint Mrs. Jasmin Staiblin as non- | Management | For | For |
| executive director | | | |
| 3.I | Proposal to re-appoint Mr. Gregory Summe as non- | Management | For | For |
| executive director | | | |
| 3.J | Proposal to appoint Mr. Karl-Henrik Sundström as non- | Management | For | For |
| executive director | | | |
| 4.A | Authorization of the Board of Directors to issue shares or | Management | For | For |
| grant rights to acquire shares | | | |
| 4.B | Authorization of the Board of Directors to restrict or | Management | For | For |
| exclude pre-emption rights | | | |
| 5. | Approval of the NXP 2019 omnibus incentive plan (the | Management | Against | Against |
| "Plan") and approval of the number of shares and rights | | | |
| to acquire shares for award under the Plan | | | |
| 6. | Authorization of the Board of Directors to repurchase | Management | For | For |
| shares in the Company's capital | | | |
| 7. | Authorization of the Board of Directors to cancel ordinary | Management | For | For |
| shares held or to be acquired by the Company | | | |
| 8. | Proposal to re-appoint KPMG Accountants N.V. as the | Management | For | For |
| Company's external auditor for fiscal year 2019 | | | |
| MIMEDX GROUP, INC |
| Security | 602496101 | Meeting Type | Contested-Annual |
| Ticker Symbol | MDXG | Meeting Date | 17-Jun-2019 |
| ISIN | US6024961012 | Agenda | 935044014 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | M. Kathleen B. Wilsey | | For | For |
| 2 | K. Todd Newton | | For | For |
| 3 | Timothy R. Wright | | For | For |
| 2. | If properly presented at the Annual Meeting, to amend | Management | Against | For |
| the Amended and Restated Bylaws of the Company (the | | | |
| "Bylaws") to require the Board to hold a meeting on | | | |
| August 19, 2019 for the election of three Class III | | | |
| directors. | | | |
| 3. | If properly presented at the Annual Meeting, to repeal any | Management | Against | For |
| amendments to the Bylaws adopted by the Board | | | |
| subsequent to October 3, 2018 and prior to August 19, | | | |
| 2019. | | | |
Page 36 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ALPHABET INC. |
| Security | 02079K305 | Meeting Type | Annual |
| Ticker Symbol | GOOGL | Meeting Date | 19-Jun-2019 |
| ISIN | US02079K3059 | Agenda | 935018956 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Larry Page | | For | For |
| 2 | Sergey Brin | | For | For |
| 3 | John L. Hennessy | | For | For |
| 4 | L. John Doerr | | For | For |
| 5 | Roger W. Ferguson, Jr. | | For | For |
| 6 | Ann Mather | | For | For |
| 7 | Alan R. Mulally | | For | For |
| 8 | Sundar Pichai | | For | For |
| 9 | K. Ram Shriram | | For | For |
| 10 | Robin L. Washington | | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| Alphabet's independent registered public accounting firm | | | |
| for the fiscal year ending December 31, 2019. | | | |
| 3. | The amendment and restatement of Alphabet's 2012 | Management | For | For |
| Stock Plan to increase the share reserve by 3,000,000 | | | |
| shares of Class C capital stock. | | | |
| 4. | A stockholder proposal regarding equal shareholder | Shareholder | Against | For |
| voting, if properly presented at the meeting. | | | |
| 5. | A stockholder proposal regarding inequitable employment | Shareholder | Against | For |
| practices, if properly presented at the meeting. | | | |
| 6. | A stockholder proposal regarding the establishment of a | Shareholder | Against | For |
| societal risk oversight committee, if properly presented at | | | |
| the meeting. | | | |
| 7. | A stockholder proposal regarding a report on sexual | Shareholder | Against | For |
| harassment risk management, if properly presented at | | | |
| the meeting. | | | |
| 8. | A stockholder proposal regarding majority vote for the | Shareholder | Against | For |
| election of directors, if properly presented at the meeting. | | | |
| 9. | A stockholder proposal regarding a report on gender pay, | Shareholder | Against | For |
| if properly presented at the meeting. | | | |
| 10. | A stockholder proposal regarding strategic alternatives, if | Shareholder | Against | For |
| properly presented at the meeting. | | | |
| 11. | A stockholder proposal regarding the nomination of an | Shareholder | Against | For |
| employee representative director, if properly presented at | | | |
| the meeting. | | | |
| 12. | A stockholder proposal regarding simple majority vote, if | Shareholder | Against | For |
| properly presented at the meeting. | | | |
| 13. | A stockholder proposal regarding a sustainability metrics | Shareholder | Against | For |
| report, if properly presented at the meeting. | | | |
| 14. | A stockholder proposal regarding Google Search in | Shareholder | Against | For |
| China, if properly presented at the meeting. | | | |
| 15. | A stockholder proposal regarding a clawback policy, if | Shareholder | Against | For |
| properly presented at the meeting. | | | |
| 16. | A stockholder proposal regarding a report on content | Shareholder | Against | For |
| governance, if properly presented at the meeting. | | | |
| ACTIVISION BLIZZARD, INC. |
| Security | 00507V109 | Meeting Type | Annual |
| Ticker Symbol | ATVI | Meeting Date | 20-Jun-2019 |
| ISIN | US00507V1098 | Agenda | 935013893 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Reveta Bowers | Management | For | For |
| 1b. | Election of Director: Robert Corti | Management | For | For |
| 1c. | Election of Director: Hendrik Hartong III | Management | For | For |
| 1d. | Election of Director: Brian Kelly | Management | For | For |
| 1e. | Election of Director: Robert Kotick | Management | For | For |
| 1f. | Election of Director: Barry Meyer | Management | For | For |
| 1g. | Election of Director: Robert Morgado | Management | For | For |
| 1h. | Election of Director: Peter Nolan | Management | For | For |
| 1i. | Election of Director: Casey Wasserman | Management | For | For |
| 1j. | Election of Director: Elaine Wynn | Management | For | For |
| 2. | To provide advisory approval of our executive | Management | For | For |
| compensation. | | | |
| 3. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as our independent registered public accounting firm | | | |
| for 2019. | | | |
Page 37 of 38
Thompson LargeCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| DELTA AIR LINES, INC. |
| Security | 247361702 | Meeting Type | Annual |
| Ticker Symbol | DAL | Meeting Date | 20-Jun-2019 |
| ISIN | US2473617023 | Agenda | 935025266 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Edward H. Bastian | Management | For | For |
| 1b. | Election of Director: Francis S. Blake | Management | For | For |
| 1c. | Election of Director: Daniel A. Carp | Management | For | For |
| 1d. | Election of Director: Ashton B. Carter | Management | For | For |
| 1e. | Election of Director: David G. DeWalt | Management | For | For |
| 1f. | Election of Director: William H. Easter III | Management | For | For |
| 1g. | Election of Director: Christopher A. Hazleton | Management | For | For |
| 1h. | Election of Director: Michael P. Huerta | Management | For | For |
| 1i. | Election of Director: Jeanne P. Jackson | Management | For | For |
| 1j. | Election of Director: George N. Mattson | Management | For | For |
| 1k. | Election of Director: Sergio A.L. Rial | Management | For | For |
| 1l. | Election of Director: Kathy N. Waller | Management | For | For |
| 2. | To approve, on an advisory basis, the compensation of | Management | For | For |
| Delta's named executive officers. | | | |
| 3. | To ratify the appointment of Ernst & Young LLP as | Management | For | For |
| Delta's independent auditors for the year ending | | | |
| December 31, 2019. | | | |
| 4. | A stockholder proposal related to the right to act by | Shareholder | Against | For |
| | written consent. | | | |
Page 38 of 38
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| KORNIT DIGITAL LTD. |
| Security | M6372Q113 | Meeting Type | Annual |
| Ticker Symbol | KRNT | Meeting Date | 19-Jul-2018 |
| ISIN | IL0011216723 | Agenda | 934854060 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | To re-elect Mr. Yuval Cohen for a three-year term as a | Management | For | For |
| Class III director of the Company, until the Company's | | | |
| annual general meeting of shareholders in 2021 and until | | | |
| his successor is duly elected and qualified. | | | |
| 1b. | To re-elect Mr. Eli Blatt for a three-year term as a Class | Management | For | For |
| III director of the Company, until the Company's annual | | | |
| general meeting of shareholders in 2021 and until his | | | |
| successor is duly elected and qualified. | | | |
| 1c. | To re-elect Mr. Marc Lesnick for a three-year term as a | Management | For | For |
| Class III director of the Company, until the Company's | | | |
| annual general meeting of shareholders in 2021 and until | | | |
| his successor is duly elected and qualified. | | | |
| 2. | To re-elect Ms. Lauri Hanover as an external director of | Management | For | For |
| the Company, subject to and in accordance with the | | | |
| provisions of the Israeli Companies Law, 5759-1999, or | | | |
| the Companies Law. | | | |
| 2a. | By checking the box marked "FOR", the undersigned | Management | No Action | N/A |
| hereby confirms that he, she or it is not a "controlling | | | |
| shareholder" (under the Companies Law, as described in | | | |
| the Proxy Statement) and does not have a conflict of | | | |
| interest in the approval of Proposal 2. If the undersigned | | | |
| or a related party of the undersigned is a controlling | | | |
| shareholder or has such a conflict of interest, check the | | | |
| box "AGAINST". If you vote AGAINST your vote will not | | | |
| count towards special majority for Proposal#2. | | | |
| 3. | To elect Mr. Yehoshua (Shuki) Nir as an external director | Management | For | For |
| of the Company, subject to and in accordance with the | | | |
| provisions of the Companies Law. | | | |
| 3a. | By checking the box marked "FOR", the undersigned | Management | No Action | N/A |
| hereby confirms that he, she or it is not a "controlling | | | |
| shareholder" and does not have a conflict of interest in | | | |
| the approval of Proposal 3. If the undersigned or a | | | |
| related party of the undersigned is a controlling | | | |
| shareholder or has such a conflict of interest, check the | | | |
| box "AGAINST". If you vote AGAINST your vote will not | | | |
| count towards special majority for Proposal#3. | | | |
| 4. | To approve the re-appointment of Kost Forer Gabbay & | Management | For | For |
| Kasierer, registered public accounting firm, a member | | | |
| firm of Ernst & Young Global, as the Company's | | | |
| independent registered public accounting firm for the year | | | |
| ending December 31, 2018 and until the Company's 2019 | | | |
| annual general meeting of shareholders, and to authorize | | | |
| the Company's board of directors to fix such accounting | | | |
| firm's annual compensation. | | | |
| 5. | To approve the terms of the annual cash compensation | Management | For | For |
| of the non- employee directors of the Company, as | | | |
| described in the original Proxy Statement. | | | |
| 6. | To approve annual grants of restricted share units to | Management | For | For |
| each of the current and future non-employee directors of | | | |
| the Company, as described in the supplemental Proxy | | | |
| Statement. | | | |
| 7. | To approve the terms of compensation of the Company's | Management | For | For |
| new Chief Executive Officer, Mr. Ronen Samuel, as | | | |
| described in the supplemental Proxy Statement. | | | |
| 7a. | By checking the box marked "FOR", the undersigned | Management | No Action | N/A |
| hereby confirms that he, she or it is not a "controlling | | | |
| shareholder" (under the Companies Law, as described in | | | |
| the Proxy Statements) and does not have a conflict of | | | |
| interest in the approval of Proposal 7. If the undersigned | | | |
| or a related party of the undersigned is a controlling | | | |
| shareholder or has such a conflict of interest, check the | | | |
| box "AGAINST". If you vote AGAINST your vote will not | | | |
| count towards special majority for Proposal#7. | | | |
Page 1 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MCKESSON CORPORATION |
| Security | 58155Q103 | Meeting Type | Annual |
| Ticker Symbol | MCK | Meeting Date | 25-Jul-2018 |
| ISIN | US58155Q1031 | Agenda | 934848411 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: N. Anthony Coles, M.D. | Management | For | For |
| 1b. | Election of Director: John H. Hammergren | Management | For | For |
| 1c. | Election of Director: M. Christine Jacobs | Management | For | For |
| 1d. | Election of Director: Donald R. Knauss | Management | For | For |
| 1e. | Election of Director: Marie L. Knowles | Management | For | For |
| 1f. | Election of Director: Bradley E. Lerman | Management | For | For |
| 1g. | Election of Director: Edward A. Mueller | Management | For | For |
| 1h. | Election of Director: Susan R. Salka | Management | For | For |
| 2. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as the company's independent registered public | | | |
| accounting firm for the fiscal year ending March 31, 2019. | | | |
| 3. | Advisory vote on executive compensation. | Management | For | For |
| 4. | Shareholder proposal on disclosure of lobbying activities | Shareholder | For | Against |
| and expenditures. | | | |
| 5. | Shareholder proposal on accelerated vesting of equity | Shareholder | For | Against |
| awards. | | | |
| 6. | Shareholder proposal on policy to use GAAP financial | Shareholder | For | Against |
| metrics for purposes of determining executive | | | |
| compensation. | | | |
| 7. | Shareholder proposal on the ownership threshold for | Shareholder | Against | For |
| calling special meetings of shareholders. | | | |
| EXACT SCIENCES CORPORATION |
| Security | 30063P105 | Meeting Type | Annual |
| Ticker Symbol | EXAS | Meeting Date | 26-Jul-2018 |
| ISIN | US30063P1057 | Agenda | 934851456 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Thomas D. Carey | | For | For |
| 2 | Daniel J. Levangie | | For | For |
| 3 | Michael S. Wyzga | | For | For |
| 2. | Proposal to ratify the selection of BDO USA, LLP as our | Management | For | For |
| independent registered public accounting firm for 2018. | | | |
| 3. | Proposal to approve on an advisory basis the | Management | Against | Against |
| compensation of the Company's named executive | | | |
| officers. | | | | |
Page 2 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| SCANA CORPORATION |
| Security | 80589M102 | Meeting Type | Special |
| Ticker Symbol | SCG | Meeting Date | 31-Jul-2018 |
| ISIN | US80589M1027 | Agenda | 934849209 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | To approve the merger agreement, pursuant to which | Management | For | For |
| Merger Sub will be merged with and into SCANA, with | | | |
| SCANA surviving the merger as a wholly owned | | | |
| subsidiary of Dominion Energy, and each outstanding | | | |
| share of SCANA common stock will be converted into the | | | |
| right to receive 0.6690 of a share of Dominion Energy | | | |
| common stock, with cash paid in lieu of fractional shares. | | | |
| 2. | The proposal to approve, on a non-binding advisory | Management | For | For |
| basis, the compensation to be paid to SCANA's named | | | |
| executive officers that is based on or otherwise relates to | | | |
| the merger. | | | |
| 3. | The proposal to adjourn the special meeting, if necessary | Management | For | For |
| or appropriate, in the view of the SCANA board to solicit | | | |
| additional proxies in favor of the merger proposal if there | | | |
| are not sufficient votes at the time of the special meeting | | | |
| to approve the merger proposal. | | | |
| JAZZ PHARMACEUTICALS PLC |
| Security | G50871105 | Meeting Type | Annual |
| Ticker Symbol | JAZZ | Meeting Date | 02-Aug-2018 |
| ISIN | IE00B4Q5ZN47 | Agenda | 934847255 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Peter Gray | Management | For | For |
| 1b. | Election of Director: Kenneth W. O'Keefe | Management | For | For |
| 1c. | Election of Director: Elmar Schnee | Management | For | For |
| 1d. | Election of Director: Catherine A. Sohn | Management | For | For |
| 2. | To ratify, on a non-binding advisory basis, the | Management | For | For |
| appointment of KPMG, Dublin as the independent | | | |
| auditors of Jazz Pharmaceuticals plc for the fiscal year | | | |
| ending December 31, 2018 and to authorize, in a binding | | | |
| vote, the board of directors, acting through the audit | | | |
| committee, to determine the independent auditors' | | | |
| remuneration. | | | |
| 3. | To approve, on a non-binding advisory basis, the | Management | For | For |
| compensation of Jazz Pharmaceuticals plc's named | | | |
| executive officers as disclosed in the proxy statement. | | | |
| 4. | To indicate, on a non-binding advisory basis, the | Management | 1 Year | For |
| preferred frequency of the advisory vote on the | | | |
| compensation of Jazz Pharmaceuticals plc's named | | | |
| executive officers. | | | |
Page 3 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| THE J. M. SMUCKER COMPANY |
| Security | 832696405 | Meeting Type | Annual |
| Ticker Symbol | SJM | Meeting Date | 15-Aug-2018 |
| ISIN | US8326964058 | Agenda | 934853602 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Kathryn W. Dindo | Management | For | For |
| 1b. | Election of Director: Paul J. Dolan | Management | For | For |
| 1c. | Election of Director: Jay L. Henderson | Management | For | For |
| 1d. | Election of Director: Elizabeth Valk Long | Management | For | For |
| 1e. | Election of Director: Gary A. Oatey | Management | For | For |
| 1f. | Election of Director: Kirk L. Perry | Management | For | For |
| 1g. | Election of Director: Sandra Pianalto | Management | For | For |
| 1h. | Election of Director: Nancy Lopez Russell | Management | For | For |
| 1i. | Election of Director: Alex Shumate | Management | For | For |
| 1j. | Election of Director: Mark T. Smucker | Management | For | For |
| 1k. | Election of Director: Richard K. Smucker | Management | For | For |
| 1l. | Election of Director: Timothy P. Smucker | Management | For | For |
| 1m. | Election of Director: Dawn C. Willoughby | Management | For | For |
| 2. | Ratification of appointment of Ernst & Young LLP as the | Management | For | For |
| Company's Independent Registered Public Accounting | | | |
| Firm for the 2019 fiscal year. | | | |
| 3. | Advisory approval of the Company's executive | Management | Against | Against |
| compensation. | | | |
| ENVISION HEALTHCARE CORPORATION |
| Security | 29414D100 | Meeting Type | Annual |
| Ticker Symbol | EVHC | Meeting Date | 11-Sep-2018 |
| ISIN | US29414D1000 | Agenda | 934868374 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | To adopt the Agreement and Plan of Merger, dated as of | Management | For | For |
| June 10, 2018 (as it may be amended from time to time, | | | |
| the "merger agreement"), by and among Envision | | | |
| Healthcare Corporation, a Delaware corporation | | | |
| ("Envision" or the "Company"), Enterprise Parent | | | |
| Holdings Inc., a Delaware corporation ("Parent") and | | | |
| Enterprise Merger Sub Inc., an indirect wholly owned | | | |
| subsidiary of Parent (the "Merger Sub"), pursuant to | | | |
| which Merger Sub will be merged with and into the | | | |
| Company (the "merger"). | | | |
| 2. | To approve, on an advisory (non-binding) basis, certain | Management | For | For |
| compensation that may be paid or become payable to | | | |
| Envision's named executive officers in connection with | | | |
| the merger. | | | |
| 3. | To approve the adjournment of the annual meeting, if | Management | For | For |
| necessary or appropriate, including to solicit additional | | | |
| proxies if there are insufficient votes at the time of the | | | |
| annual meeting to approve the proposal to adopt the | | | |
| merger agreement or in the absence of a quorum. | | | |
| 4A. | Election of Class II Director: John T. Gawaluck | Management | For | For |
| 4B. | Election of Class II Director: Joey A. Jacobs | Management | For | For |
| 4C. | Election of Class II Director: Kevin P. Lavender | Management | For | For |
| 4D. | Election of Class II Director: Leonard M. Riggs, Jr., M.D. | Management | For | For |
| 5. | To amend Envision's Second Amended and Restated | Management | For | For |
| Certificate of Incorporation, dated December 1, 2016 to | | | |
| declassify the Board of Directors and to eliminate the | | | |
| Series A-1 Mandatory Convertible Preferred Stock. | | | |
| 6. | To approve, on an advisory (non-binding) basis, of the | Management | For | For |
| compensation of Envision's named executive officers. | | | |
| 7. | To ratify the appointment of Deloitte & Touche LLP as | Management | For | For |
| Envision Healthcare Corporation's independent | | | |
| registered public accounting firm for the year ending | | | |
| December 31, 2018. | | | |
Page 4 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| SCANA CORPORATION |
| Security | 80589M102 | Meeting Type | Annual |
| Ticker Symbol | SCG | Meeting Date | 12-Sep-2018 |
| ISIN | US80589M1027 | Agenda | 934867663 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | James A. Bennett* | | For | For |
| 2 | Lynne M. Miller* | | For | For |
| 3 | James W. Roquemore* | | For | For |
| 4 | Maceo K. Sloan* | | For | For |
| 5 | John E. Bachman# | | For | For |
| 6 | Patricia D. Galloway# | | For | For |
| 2. | Advisory (non-binding) vote to approve executive | Management | For | For |
| compensation. | | | |
| 3. | Approval of the appointment of the independent | Management | For | For |
| registered public accounting firm. | | | |
| 4. | Approval of Board-proposed amendments to Article 8 of | Management | For | For |
| our Articles of Incorporation to declassify the Board of | | | |
| Directors and provide for the annual election of all | | | |
| directors. | | | |
| 5. | Vote on shareholder proposal for assessment of the | Shareholder | Against | For |
| impact of public policies and technological advances | | | |
| consistent with limiting global warming. | | | |
Page 5 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ZIONS BANCORPORATION |
| Security | 989701107 | Meeting Type | Special |
| Ticker Symbol | ZION | Meeting Date | 14-Sep-2018 |
| ISIN | US9897011071 | Agenda | 934863324 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | RESTRUCTURING PROPOSAL. To approve the | Management | For | For |
| Agreement and Plan of Merger, dated as of April 5, 2018, | | | |
| by and between the Company and its wholly-owned | | | |
| subsidiary, ZB, N.A., as amended and restated July 10, | | | |
| 2018 and as such plan of merger may be amended from | | | |
| time to time. | | | |
| 2. | ADJOURNMENT PROPOSAL. To authorize the Board of | Management | For | For |
| Directors to adjourn or postpone the special meeting to a | | | |
| later date, if necessary or appropriate, including | | | |
| adjournments to permit further solicitation of proxies in | | | |
| favor of the restructuring proposal or to vote on other | | | |
| matters properly brought before the special meeting. | | | |
| 3. | OTHER BUSINESS. On any other matter properly | Management | No Action | N/A |
| presented for action by shareholders at the special | | | |
| meeting, such as any matters incident to the conduct of | | | |
| the meeting, the proxies are authorized to vote the | | | |
| shares represented by this appointment of proxy | | | |
| according to their best judgment. | | | |
| PATTERSON COMPANIES, INC. |
| Security | 703395103 | Meeting Type | Annual |
| Ticker Symbol | PDCO | Meeting Date | 17-Sep-2018 |
| ISIN | US7033951036 | Agenda | 934861635 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director to term expiring in 2019: John D. | Management | For | For |
| Buck | | | |
| 1b. | Election of Director to term expiring in 2019: Alex N. | Management | For | For |
| Blanco | | | |
| 1c. | Election of Director to term expiring in 2019: Jody H. | Management | For | For |
| Feragen | | | |
| 1d. | Election of Director to term expiring in 2019: Robert C. | Management | For | For |
| Frenzel | | | |
| 1e. | Election of Director to term expiring in 2019: Francis | Management | For | For |
| (Fran) J. Malecha | | | |
| 1f. | Election of Director to term expiring in 2019: Ellen A. | Management | For | For |
| Rudnick | | | |
| 1g. | Election of Director to term expiring in 2019: Neil A. | Management | For | For |
| Schrimsher | | | |
| 1h. | Election of Director to term expiring in 2019: Mark S. | Management | For | For |
| Walchirk | | | |
| 1i. | Election of Director to term expiring in 2019: James W. | Management | For | For |
| Wiltz | | | |
| 2. | Approval of amendment to 2015 Omnibus Incentive Plan. | Management | For | For |
| 3. | Advisory approval of executive compensation. | Management | For | For |
| 4. | To ratify the selection of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| fiscal year ending April 27, 2019. | | | |
Page 6 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| TAKE-TWO INTERACTIVE SOFTWARE, INC. |
| Security | 874054109 | Meeting Type | Annual |
| Ticker Symbol | TTWO | Meeting Date | 21-Sep-2018 |
| ISIN | US8740541094 | Agenda | 934862966 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Strauss Zelnick | | For | For |
| 2 | Michael Dornemann | | For | For |
| 3 | J Moses | | For | For |
| 4 | Michael Sheresky | | For | For |
| 5 | LaVerne Srinivasan | | For | For |
| 6 | Susan Tolson | | For | For |
| 7 | Paul Viera | | For | For |
| 2. | Approval, on a non-binding advisory basis, of the | Management | For | For |
| compensation of the Company's "named executive | | | |
| officers" as disclosed in the Proxy Statement. | | | |
| 3. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our Independent registered public accounting firm for the | | | |
| fiscal year ending March 31, 2019. | | | |
| USG CORPORATION |
| Security | 903293405 | Meeting Type | Special |
| Ticker Symbol | USG | Meeting Date | 26-Sep-2018 |
| ISIN | US9032934054 | Agenda | 934871713 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Adopt the Agreement and Plan of Merger, dated June 10, | Management | For | For |
| 2018 ("merger agreement"), among USG Corporation | | | |
| ("Company"), Gebr. Knauf KG ("Knauf") and World Cup | | | |
| Acquisition Corporation, a wholly-owned subsidiary of | | | |
| Knauf ("Merger Sub"), pursuant to which Merger Sub will | | | |
| merge into Company ("merger") with Company | | | |
| continuing as a wholly-owned subsidiary of Knauf. | | | |
| 2. | To approve, on a non-binding, advisory basis, the | Management | Against | Against |
| compensation payments that will or may be paid or | | | |
| become payable to the Company's named executive | | | |
| officers and that are based on or otherwise relate to the | | | |
| merger and the agreements and understandings | | | |
| pursuant to which such compensation will or may be paid | | | |
| or become payable. | | | |
| 3. | To approve the adjournment of the special meeting, if | Management | For | For |
| necessary or appropriate, including to solicit additional | | | |
| proxies if there are insufficient votes at the time of the | | | |
| special meeting to approve the proposal to adopt the | | | |
| merger agreement or in the absence of a quorum. | | | |
Page 7 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| TAPESTRY, INC. |
| Security | 876030107 | Meeting Type | Annual |
| Ticker Symbol | TPR | Meeting Date | 08-Nov-2018 |
| ISIN | US8760301072 | Agenda | 934880089 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Darrell Cavens | Management | For | For |
| 1b. | Election of Director: David Denton | Management | For | For |
| 1c. | Election of Director: Anne Gates | Management | For | For |
| 1d. | Election of Director: Andrea Guerra | Management | For | For |
| 1e. | Election of Director: Susan Kropf | Management | For | For |
| 1f. | Election of Director: Annabelle Yu Long | Management | For | For |
| 1g. | Election of Director: Victor Luis | Management | For | For |
| 1h. | Election of Director: Ivan Menezes | Management | For | For |
| 1i. | Election of Director: William Nuti | Management | For | For |
| 1j. | Election of Director: Jide Zeitlin | Management | For | For |
| 2. | To consider and vote upon the ratification of the | Management | For | For |
| appointment of Deloitte & Touche LLP as the Company's | | | |
| independent registered public accounting firm for the | | | |
| fiscal year ending June 29, 2019. | | | |
| 3. | To consider and vote upon the approval, on a non- | Management | Against | Against |
| binding advisory basis, of the Company's executive | | | |
| compensation as described in the proxy statement. | | | |
| 4. | To consider and vote upon the approval of the Tapestry, | Management | Against | Against |
| Inc. 2018 Stock Incentive Plan. | | | |
| MAXIM INTEGRATED PRODUCTS, INC. |
| Security | 57772K101 | Meeting Type | Annual |
| Ticker Symbol | MXIM | Meeting Date | 08-Nov-2018 |
| ISIN | US57772K1016 | Agenda | 934880142 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: William P. Sullivan | Management | For | For |
| 1b. | Election of Director: Tunc Doluca | Management | For | For |
| 1c. | Election of Director: Tracy C. Accardi | Management | For | For |
| 1d. | Election of Director: James R. Bergman | Management | For | For |
| 1e. | Election of Director: Joseph R. Bronson | Management | For | For |
| 1f. | Election of Director: Robert E. Grady | Management | For | For |
| 1g. | Election of Director: William D. Watkins | Management | For | For |
| 1h. | Election of Director: MaryAnn Wright | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as Maxim Integrated's independent registered public | | | |
| accounting firm for the fiscal year ending June 29, 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
Page 8 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| LUMENTUM HOLDINGS INC |
| Security | 55024U109 | Meeting Type | Annual |
| Ticker Symbol | LITE | Meeting Date | 09-Nov-2018 |
| ISIN | US55024U1097 | Agenda | 934877525 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of director: Martin A. Kaplan | Management | For | For |
| 1b. | Election of director: Harold L. Covert | Management | For | For |
| 1c. | Election of director: Penelope A. Herscher | Management | For | For |
| 1d. | Election of director: Julia S. Johnson | Management | For | For |
| 1e. | Election of director: Brian J. Lillie | Management | For | For |
| 1f. | Election of director: Alan S. Lowe | Management | For | For |
| 1g. | Election of director: Samuel F. Thomas | Management | For | For |
| 2. | To approve, on a non-binding advisory basis, the | Management | For | For |
| compensation of our named executive officers | | | |
| 3. | To ratify the appointment of Deloitte & Touche LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| fiscal year ending June 29, 2019 | | | |
| II-VI INCORPORATED |
| Security | 902104108 | Meeting Type | Annual |
| Ticker Symbol | IIVI | Meeting Date | 09-Nov-2018 |
| ISIN | US9021041085 | Agenda | 934878856 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Class I Director: Vincent D. Mattera, Jr. | Management | For | For |
| 1b. | Election of Class I Director: Marc Y. E. Pelaez | Management | For | For |
| 1c. | Election of Class I Director: Howard H. Xia | Management | For | For |
| 2. | Non-binding advisory vote to approve the compensation | Management | For | For |
| of the Company's named executive officers for fiscal year | | | |
| 2018. | | | |
| 3. | Approval of the 2018 Qualified Employee Stock Purchase | Management | For | For |
| Plan. | | | |
| 4. | Approval of the 2018 Omnibus Incentive Plan. | Management | For | For |
| 5. | Ratification of the Audit Committee's selection of Ernst & | Management | For | For |
| Young LLP as the Company's independent registered | | | |
| public accounting firm for the fiscal year ending June 30, | | | |
| 2019. | | | |
Page 9 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| VIAVI SOLUTIONS INC. |
| Security | 925550105 | Meeting Type | Annual |
| Ticker Symbol | VIAV | Meeting Date | 14-Nov-2018 |
| ISIN | US9255501051 | Agenda | 934881992 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Richard E. Belluzzo | | For | For |
| 2 | Keith Barnes | | For | For |
| 3 | Laura Black | | For | For |
| 4 | Tor Braham | | For | For |
| 5 | Timothy Campos | | For | For |
| 6 | Donald Colvin | | For | For |
| 7 | Masood A. Jabbar | | For | For |
| 8 | Oleg Khaykin | | For | For |
| 2. | Ratification of the appointment of Pricewaterhouse | Management | For | For |
| Cooper LLP as the independent registered public | | | |
| accounting firm for the fiscal year ending June 29, 2019. | | | |
| 3. | The approval of, on an advisory basis, the compensation | Management | For | For |
| of the Company's named executive officers for the fiscal | | | |
| year ended June 30, 2018. | | | |
| THE HAIN CELESTIAL GROUP, INC. |
| Security | 405217100 | Meeting Type | Annual |
| Ticker Symbol | HAIN | Meeting Date | 05-Dec-2018 |
| ISIN | US4052171000 | Agenda | 934895802 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Celeste A. Clark | Management | For | For |
| 1b. | Election of Director: Andrew R. Heyer | Management | For | For |
| 1c. | Election of Director: R. Dean Hollis | Management | For | For |
| 1d. | Election of Director: Shervin J. Korangy | Management | For | For |
| 1e. | Election of Director: Roger Meltzer | Management | For | For |
| 1f. | Election of Director: Mark Schiller | Management | For | For |
| 1g. | Election of Director: Jack L. Sinclair | Management | For | For |
| 1h. | Election of Director: Glenn W. Welling | Management | For | For |
| 1i. | Election of Director: Dawn M. Zier | Management | For | For |
| 2. | To approve, on an advisory basis, named executive | Management | Against | Against |
| officer compensation for the fiscal year ended June 30, | | | |
| 2018. | | | |
| 3. | To ratify the appointment of Ernst & Young LLP to act as | Management | For | For |
| registered independent accountants of the Company for | | | |
| the fiscal year ending June 30, 2019. | | | |
Page 10 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| PREMIER, INC. |
| Security | 74051N102 | Meeting Type | Annual |
| Ticker Symbol | PINC | Meeting Date | 07-Dec-2018 |
| ISIN | US74051N1028 | Agenda | 934888819 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Barclay E. Berdan | | For | For |
| 2 | William E. Mayer | | For | For |
| 3 | Scott Reiner | | For | For |
| 4 | Terry D. Shaw | | For | For |
| 5 | Richard J. Statuto | | For | For |
| 6 | Ellen C. Wolf | | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP to | Management | For | For |
| serve as our independent registered public accounting | | | |
| firm for fiscal year 2019. | | | |
| 3. | Approval of the Amended and Restated Premier, Inc. | Management | Against | Against |
| 2013 Equity Incentive Plan. | | | |
| 4. | Approval, on an advisory basis, of the compensation of | Management | For | For |
| our named executive officers as disclosed in the proxy | | | |
| statement for the Annual Meeting. | | | |
| MUELLER WATER PRODUCTS, INC. |
| Security | 624758108 | Meeting Type | Annual |
| Ticker Symbol | MWA | Meeting Date | 23-Jan-2019 |
| ISIN | US6247581084 | Agenda | 934912204 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Shirley C. Franklin | Management | For | For |
| 1.2 | Election of Director: Scott Hall | Management | For | For |
| 1.3 | Election of Director: Thomas J. Hansen | Management | For | For |
| 1.4 | Election of Director: Jerry W. Kolb | Management | For | For |
| 1.5 | Election of Director: Mark J. O'Brien | Management | For | For |
| 1.6 | Election of Director: Christine Ortiz | Management | For | For |
| 1.7 | Election of Director: Bernard G. Rethore | Management | For | For |
| 1.8 | Election of Director: Lydia W. Thomas | Management | For | For |
| 1.9 | Election of Director: Michael T. Tokarz | Management | For | For |
| 2. | To approve, on an advisory basis, the compensation of | Management | For | For |
| the Company's named executive officers. | | | |
| 3. | To ratify the appointment of Ernst & Young LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for the fiscal year ending September 30, 2019. | | | |
Page 11 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| D.R. HORTON, INC. |
| Security | 23331A109 | Meeting Type | Annual |
| Ticker Symbol | DHI | Meeting Date | 23-Jan-2019 |
| ISIN | US23331A1097 | Agenda | 934915490 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Donald R. Horton | Management | For | For |
| 1b. | Election of Director: Barbara K. Allen | Management | For | For |
| 1c. | Election of Director: Brad S. Anderson | Management | For | For |
| 1d. | Election of Director: Michael R. Buchanan | Management | For | For |
| 1e. | Election of Director: Michael W. Hewatt | Management | For | For |
| 2. | Approval of the advisory resolution on executive | Management | Against | Against |
| compensation. | | | |
| 3. | Ratify the appointment of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm. | | | |
| INFINEON TECHNOLOGIES AG |
| Security | 45662N103 | Meeting Type | Annual |
| Ticker Symbol | IFNNY | Meeting Date | 21-Feb-2019 |
| ISIN | US45662N1037 | Agenda | 934923435 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 2. | Allocation of unappropriated profit. | Management | For | For |
| 3. | Approval of the acts of the members of the Management | Management | For | For |
| Board. | | | |
| 4. | Approval of the acts of the members of the Supervisory | Management | For | For |
| Board. | | | |
| 5. | Appointment of the auditor. | Management | For | For |
| HELMERICH & PAYNE, INC. |
| Security | 423452101 | Meeting Type | Annual |
| Ticker Symbol | HP | Meeting Date | 05-Mar-2019 |
| ISIN | US4234521015 | Agenda | 934921405 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Delaney M. Bellinger | Management | For | For |
| 1b. | Election of Director: Kevin G. Cramton | Management | For | For |
| 1c. | Election of Director: Randy A. Foutch | Management | For | For |
| 1d. | Election of Director: Hans Helmerich | Management | For | For |
| 1e. | Election of Director: John W. Lindsay | Management | For | For |
| 1f. | Election of Director: Jose R. Mas | Management | For | For |
| 1g. | Election of Director: Thomas A. Petrie | Management | For | For |
| 1h. | Election of Director: Donald F. Robillard, Jr. | Management | For | For |
| 1i. | Election of Director: Edward B. Rust, Jr. | Management | For | For |
| 1j. | Election of Director: John D. Zeglis | Management | For | For |
| 2. | Ratification of Ernst & Young LLP as auditors for 2019. | Management | For | For |
| 3. | Advisory vote on executive compensation. | Management | Against | Against |
Page 12 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| REV GROUP, INC. |
| Security | 749527107 | Meeting Type | Annual |
| Ticker Symbol | REVG | Meeting Date | 06-Mar-2019 |
| ISIN | US7495271071 | Agenda | 934921570 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Justin Fish | | For | For |
| 2 | Joel Rotroff | | For | For |
| 3 | Timothy Sullivan | | For | For |
| 2. | Ratification of RSM US LLP as REV Group, Inc.'s | Management | For | For |
| independent registered public accounting firm for the | | | |
| fiscal year ending October 31, 2019 | | | |
| 3. | Advisory vote on the compensation of REV Group, Inc.'s | Management | For | For |
| named executive officers | | | |
| HOLOGIC, INC. |
| Security | 436440101 | Meeting Type | Annual |
| Ticker Symbol | HOLX | Meeting Date | 07-Mar-2019 |
| ISIN | US4364401012 | Agenda | 934921443 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Stephen P. MacMillan | | For | For |
| 2 | Sally W. Crawford | | For | For |
| 3 | Charles J. Dockendorff | | For | For |
| 4 | Scott T. Garrett | | For | For |
| 5 | Ludwig N. Hantson | | For | For |
| 6 | Namal Nawana | | For | For |
| 7 | Christiana Stamoulis | | For | For |
| 8 | Amy M. Wendell | | For | For |
| 2. | A non-binding advisory resolution to approve executive | Management | For | For |
| compensation. | | | |
| 3. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our independent registered public accounting firm for | | | |
| fiscal 2019. | | | |
Page 13 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| II-VI INCORPORATED |
| Security | 902104108 | Meeting Type | Special |
| Ticker Symbol | IIVI | Meeting Date | 26-Mar-2019 |
| ISIN | US9021041085 | Agenda | 934928904 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | Proposal to approve the issuance of II-VI Incorporated's | Management | For | For |
| common stock, no par value, in connection with the | | | |
| merger contemplated by the Agreement and Plan of | | | |
| Merger, dated as of November 8, 2018, as may be | | | |
| amended from time to time, by and among II-VI | | | |
| Incorporated, a Pennsylvania corporation, Mutation | | | |
| Merger Sub Inc., a Delaware corporation and a wholly | | | |
| owned subsidiary of II-VI Incorporated, and Finisar | | | |
| Corporation, a Delaware corporation. | | | |
| 2. | Proposal to approve adjournments of II-VI Incorporated's | Management | For | For |
| special meeting, if necessary or appropriate, including to | | | |
| solicit additional proxies if there are not sufficient votes to | | | |
| approve the share issuance proposal described above. | | | |
| A.O. SMITH CORPORATION |
| Security | 831865209 | Meeting Type | Annual |
| Ticker Symbol | AOS | Meeting Date | 09-Apr-2019 |
| ISIN | US8318652091 | Agenda | 934932991 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | William P . Greubel | | For | For |
| 2 | Dr. Ilham Kadri | | For | For |
| 3 | Idelle K. Wolf | | For | For |
| 4 | Gene C. Wulf | | For | For |
| 2. | Proposal to approve, by nonbinding advisory vote, the | Management | For | For |
| compensation of our named executive officers. | | | |
| 3. | Proposal to ratify the appointment of Ernst & Young LLP | Management | For | For |
| as the independent registered public accounting firm of | | | |
| the corporation. | | | |
| FISERV, INC. |
| Security | 337738108 | Meeting Type | Special |
| Ticker Symbol | FISV | Meeting Date | 18-Apr-2019 |
| ISIN | US3377381088 | Agenda | 934952688 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | To approve the issuance of shares of Fiserv, Inc. | Management | For | For |
| common stock in connection with the transactions | | | |
| contemplated by the Agreement and Plan of Merger, | | | |
| dated January 16, 2019, by and among Fiserv, Inc., 300 | | | |
| Holdings, Inc., and First Data Corporation. | | | |
| 2. | To adjourn the special meeting, if necessary or | Management | For | For |
| appropriate, to solicit additional proxies if, immediately | | | |
| prior to such adjournment, sufficient votes to approve | | | |
| Proposal 1 have not been obtained. | | | |
Page 14 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| SUNTRUST BANKS, INC. |
| Security | 867914103 | Meeting Type | Annual |
| Ticker Symbol | STI | Meeting Date | 23-Apr-2019 |
| ISIN | US8679141031 | Agenda | 934933638 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A | Election of Director: Agnes Bundy Scanlan | Management | For | For |
| 1B | Election of Director: Dallas S. Clement | Management | For | For |
| 1C | Election of Director: Paul D. Donahue | Management | For | For |
| 1D | Election of Director: Paul R. Garcia | Management | For | For |
| 1E | Election of Director: Donna S. Morea | Management | For | For |
| 1F | Election of Director: David M. Ratcliffe | Management | For | For |
| 1G | Election of Director: William H. Rogers, Jr. | Management | For | For |
| 1H | Election of Director: Frank P. Scruggs, Jr. | Management | For | For |
| 1I | Election of Director: Bruce L. Tanner | Management | For | For |
| 1J | Election of Director: Steven C. Voorhees | Management | For | For |
| 2 | To approve, on an advisory basis, the Company's | Management | For | For |
| executive compensation. | | | |
| 3 | To ratify the appointment of Ernst & Young LLP as our | Management | For | For |
| independent auditor for 2019. | | | |
| NOBLE ENERGY, INC. |
| Security | 655044105 | Meeting Type | Annual |
| Ticker Symbol | NBL | Meeting Date | 23-Apr-2019 |
| ISIN | US6550441058 | Agenda | 934933892 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jeffrey L. Berenson | Management | For | For |
| 1b. | Election of Director: Michael A. Cawley | Management | For | For |
| 1c. | Election of Director: James E. Craddock | Management | For | For |
| 1d. | Election of Director: Barbara J. Duganier | Management | For | For |
| 1e. | Election of Director: Thomas J. Edelman | Management | For | For |
| 1f. | Election of Director: Holli C. Ladhani | Management | For | For |
| 1g. | Election of Director: David L. Stover | Management | For | For |
| 1h. | Election of Director: Scott D. Urban | Management | For | For |
| 1i. | Election of Director: William T. Van Kleef | Management | For | For |
| 2. | To ratify the appointment of the independent auditor by | Management | For | For |
| the Company's Audit Committee. | | | |
| 3. | To approve, in an advisory vote, executive compensation. | Management | For | For |
| 4. | To approve an amendment and restatement of the | Management | For | For |
| Company's 2017 Long-Term Incentive Plan to increase | | | |
| the number of shares of common stock authorized for | | | |
| issuance under the plan from 29 million to 44 million | | | |
| shares. | | | |
Page 15 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HANESBRANDS INC. |
| Security | 410345102 | Meeting Type | Annual |
| Ticker Symbol | HBI | Meeting Date | 23-Apr-2019 |
| ISIN | US4103451021 | Agenda | 934934527 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Geralyn R. Breig | Management | For | For |
| 1b. | Election of Director: Gerald W. Evans, Jr. | Management | For | For |
| 1c. | Election of Director: Bobby J. Griffin | Management | For | For |
| 1d. | Election of Director: James C. Johnson | Management | For | For |
| 1e. | Election of Director: Franck J. Moison | Management | For | For |
| 1f. | Election of Director: Robert F. Moran | Management | For | For |
| 1g. | Election of Director: Ronald L. Nelson | Management | For | For |
| 1h. | Election of Director: David V. Singer | Management | For | For |
| 1i. | Election of Director: Ann E. Ziegler | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as Hanesbrands' independent registered public | | | |
| accounting firm for Hanesbrands' 2019 fiscal year. | | | |
| 3. | To approve, on an advisory basis, executive | Management | For | For |
| compensation as described in the proxy statement for the | | | |
| Annual Meeting. | | | |
| NORTHERN TRUST CORPORATION |
| Security | 665859104 | Meeting Type | Annual |
| Ticker Symbol | NTRS | Meeting Date | 23-Apr-2019 |
| ISIN | US6658591044 | Agenda | 934937864 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Linda Walker Bynoe | Management | For | For |
| 1b. | Election of Director: Susan Crown | Management | For | For |
| 1c. | Election of Director: Dean M. Harrison | Management | For | For |
| 1d. | Election of Director: Jay L. Henderson | Management | For | For |
| 1e. | Election of Director: Marcy S. Klevorn | Management | For | For |
| 1f. | Election of Director: Siddharth N. (Bobby) Mehta | Management | For | For |
| 1g. | Election of Director: Michael G. O'Grady | Management | For | For |
| 1h. | Election of Director: Jose Luis Prado | Management | For | For |
| 1i. | Election of Director: Thomas E. Richards | Management | For | For |
| 1j. | Election of Director: Martin P. Slark | Management | For | For |
| 1k. | Election of Director: David H. B. Smith, Jr. | Management | For | For |
| 1l. | Election of Director: Donald Thompson | Management | For | For |
| 1m. | Election of Director: Charles A. Tribbett III | Management | For | For |
| 2. | Approval, by an advisory vote, of the 2018 compensation | Management | For | For |
| of the Corporation's named executive officers. | | | |
| 3. | Ratification of the appointment of KPMG LLP as the | Management | For | For |
| Corporation's independent registered public accounting | | | |
| firm for the fiscal year ending December 31, 2019. | | | |
| 4. | Stockholder proposal regarding additional disclosure of | Shareholder | For | Against |
| political contributions. | | | |
| 5. | Stockholder proposal regarding the right of the | Shareholder | Against | For |
| Corporation's stockholders to call a special meeting of the | | | |
| stockholders. | | | |
Page 16 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| FIRST HORIZON NATIONAL CORPORATION |
| Security | 320517105 | Meeting Type | Annual |
| Ticker Symbol | FHN | Meeting Date | 23-Apr-2019 |
| ISIN | US3205171057 | Agenda | 934938892 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A. | Election of Director: Kenneth A. Burdick | Management | For | For |
| 1B. | Election of Director: John C. Compton | Management | For | For |
| 1C. | Election of Director: Wendy P. Davidson | Management | For | For |
| 1D. | Election of Director: Mark A. Emkes | Management | For | For |
| 1E. | Election of Director: Peter N. Foss | Management | For | For |
| 1F. | Election of Director: Corydon J. Gilchrist | Management | For | For |
| 1G. | Election of Director: D. Bryan Jordan | Management | For | For |
| 1H. | Election of Director: Scott M. Niswonger | Management | For | For |
| 1I. | Election of Director: Vicki R. Palmer | Management | For | For |
| 1J. | Election of Director: Colin V. Reed | Management | For | For |
| 1K. | Election of Director: Cecelia D. Stewart | Management | For | For |
| 1L. | Election of Director: Rajesh Subramaniam | Management | For | For |
| 1M. | Election of Director: R. Eugene Taylor | Management | For | For |
| 1N. | Election of Director: Luke Yancy III | Management | For | For |
| 2. | Approval of an advisory resolution to approve executive | Management | For | For |
| compensation | | | |
| 3. | Ratification of appointment of KPMG LLP as auditors | Management | For | For |
| CAMBREX CORPORATION |
| Security | 132011107 | Meeting Type | Annual |
| Ticker Symbol | CBM | Meeting Date | 24-Apr-2019 |
| ISIN | US1320111073 | Agenda | 934938169 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election to the Company's Board of Directors: Gregory B. | Management | For | For |
| Brown | | | |
| 1.2 | Election to the Company's Board of Directors: Claes | Management | For | For |
| Glassell | | | |
| 1.3 | Election to the Company's Board of Directors: Louis J. | Management | For | For |
| Grabowsky | | | |
| 1.4 | Election to the Company's Board of Directors: Bernhard | Management | For | For |
| Hampl | | | |
| 1.5 | Election to the Company's Board of Directors: Kathryn R. | Management | For | For |
| Harrigan | | | |
| 1.6 | Election to the Company's Board of Directors: Ilan | Management | For | For |
| Kaufthal | | | |
| 1.7 | Election to the Company's Board of Directors: Steven M. | Management | For | For |
| Klosk | | | |
| 1.8 | Election to the Company's Board of Directors: Shlomo | Management | For | For |
| Yanai | | | |
| 2. | Approve, on a non-binding advisory basis, compensation | Management | For | For |
| of the Company's Named Executive Officers as disclosed | | | |
| in the 2019 Proxy Statement. | | | |
| 3. | Ratification of the appointment of BDO USA, LLP as the | Management | For | For |
| Company's independent registered public accountants for | | | |
| 2019. | | | |
Page 17 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| REGIONS FINANCIAL CORPORATION |
| Security | 7591EP100 | Meeting Type | Annual |
| Ticker Symbol | RF | Meeting Date | 24-Apr-2019 |
| ISIN | US7591EP1005 | Agenda | 934940455 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Carolyn H. Byrd | Management | For | For |
| 1b. | Election of Director: Don DeFosset | Management | For | For |
| 1c. | Election of Director: Samuel A. Di Piazza, Jr. | Management | For | For |
| 1d. | Election of Director: Eric C. Fast | Management | For | For |
| 1e. | Election of Director: Zhanna Golodryga | Management | For | For |
| 1f. | Election of Director: John D. Johns | Management | For | For |
| 1g. | Election of Director: Ruth Ann Marshall | Management | For | For |
| 1h. | Election of Director: Charles D. McCrary | Management | For | For |
| 1i. | Election of Director: James T. Prokopanko | Management | For | For |
| 1j. | Election of Director: Lee J. Styslinger III | Management | For | For |
| 1k. | Election of Director: Jose S. Suquet | Management | For | For |
| 1l. | Election of Director: John M. Turner, Jr. | Management | For | For |
| 1m. | Election of Director: Timothy Vines | Management | For | For |
| 2. | Ratification of Appointment of Ernst & Young LLP as the | Management | For | For |
| Independent Registered Public Accounting Firm for 2019. | | | |
| 3. | Advisory Vote on Executive Compensation. | Management | For | For |
| CROWN HOLDINGS, INC. |
| Security | 228368106 | Meeting Type | Annual |
| Ticker Symbol | CCK | Meeting Date | 25-Apr-2019 |
| ISIN | US2283681060 | Agenda | 934953553 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | John W. Conway | | For | For |
| 2 | Timothy J. Donahue | | For | For |
| 3 | Andrea J. Funk | | For | For |
| 4 | Rose Lee | | For | For |
| 5 | William G. Little | | For | For |
| 6 | Hans J. Loliger | | For | For |
| 7 | James H. Miller | | For | For |
| 8 | Josef M. Muller | | For | For |
| 9 | Caesar F. Sweitzer | | For | For |
| 10 | Jim L. Turner | | For | For |
| 11 | William S. Urkiel | | For | For |
| 2. | Ratification of the appointment of independent auditors | Management | For | For |
| for the fiscal year ending December 31, 2019. | | | |
| 3. | Approval by advisory vote of the resolution on executive | Management | For | For |
| compensation as described in the Proxy Statement. | | | |
| 4. | To consider and act upon a Shareholder's proposal | Shareholder | Against | For |
| requesting the Board of Directors to adopt a policy for an | | | |
| independent Board Chairman. | | | |
Page 18 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| TOPBUILD CORP |
| Security | 89055F103 | Meeting Type | Annual |
| Ticker Symbol | BLD | Meeting Date | 29-Apr-2019 |
| ISIN | US89055F1030 | Agenda | 934944554 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Alec C. Covington | Management | For | For |
| 1b. | Election of Director: Gerald Volas | Management | For | For |
| 1c. | Election of Director: Carl T. Camden | Management | For | For |
| 1d. | Election of Director: Joseph S. Cantie | Management | For | For |
| 1e. | Election of Director: Tina M. Donikowski | Management | For | For |
| 1f. | Election of Director: Mark A. Petrarca | Management | For | For |
| 1g. | Election of Director: Nancy M. Taylor | Management | For | For |
| 2. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation to reduce the affirmative vote | | | |
| of holders of the Company's outstanding securities, | | | |
| voting as a single class, required to adopt, amend or | | | |
| repeal the Company's bylaws from 66 2/3% to a majority. | | | |
| 3. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation to reduce the affirmative vote | | | |
| of holders of the Company's outstanding voting | | | |
| securities, voting as a single class, required to adopt, | | | |
| amend or repeal certain provisions of the Company's | | | |
| Amended and Restated Certificate of Incorporation from | | | |
| 66 2/3% to a majority. | | | |
| 4. | To amend the Company's Amended and Restated | Management | For | For |
| Certificate of Incorporation so that the Company is no | | | |
| longer obligated to indemnify persons other than directors | | | |
| and officers. | | | |
| 5. | To ratify the Company's appointment of | Management | For | For |
| PricewaterhouseCoopers LLP to serve as the Company's | | | |
| independent registered public accounting firm for the | | | |
| Company's fiscal year ending December 31, 2019. | | | |
| 6. | To approve, on an advisory basis, the compensation of | Management | For | For |
| the Company's named executive officers. | | | |
| ASSOCIATED BANC-CORP |
| Security | 045487105 | Meeting Type | Annual |
| Ticker Symbol | ASB | Meeting Date | 30-Apr-2019 |
| ISIN | US0454871056 | Agenda | 934940126 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | John F. Bergstrom | | For | For |
| 2 | Michael T. Crowley, Jr. | | For | For |
| 3 | Philip B. Flynn | | For | For |
| 4 | R. Jay Gerken | | For | For |
| 5 | Judith P. Greffin | | For | For |
| 6 | Michael J. Haddad | | For | For |
| 7 | William R. Hutchinson | | For | For |
| 8 | Robert A. Jeffe | | For | For |
| 9 | Eileen A. Kamerick | | For | For |
| 10 | Gale E. Klappa | | For | For |
| 11 | Richard T. Lommen | | For | For |
| 12 | Cory L. Nettles | | For | For |
| 13 | Karen T. van Lith | | For | For |
| 14 | John (Jay) B. Williams | | For | For |
| 2. | Advisory approval of Associated Banc-Corp's named | Management | For | For |
| executive officer compensation. | | | |
| 3. | The ratification of the selection of KPMG LLP as the | Management | For | For |
| independent registered public accounting firm for | | | |
| Associated Banc-Corp for the year ending December 31, | | | |
| 2019. | | | |
Page 19 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| KIMCO REALTY CORPORATION |
| Security | 49446R109 | Meeting Type | Annual |
| Ticker Symbol | KIM | Meeting Date | 30-Apr-2019 |
| ISIN | US49446R1095 | Agenda | 934949895 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Milton Cooper | Management | For | For |
| 1b. | Election of Director: Philip E. Coviello | Management | For | For |
| 1c. | Election of Director: Conor C. Flynn | Management | For | For |
| 1d. | Election of Director: Frank Lourenso | Management | For | For |
| 1e. | Election of Director: Colombe M. Nicholas | Management | For | For |
| 1f. | Election of Director: Mary Hogan Preusse | Management | For | For |
| 1g. | Election of Director: Valerie Richardson | Management | For | For |
| 1h. | Election of Director: Richard B. Saltzman | Management | For | For |
| 2. | THE ADVISORY RESOLUTION TO APPROVE THE | Management | For | For |
| COMPANY'S EXECUTIVE COMPENSATION (AS MORE | | | |
| PARTICULARLY DESCRIBED IN THE PROXY | | | |
| STATEMENT). | | | |
| 3. | RATIFICATION OF THE APPOINTMENT OF | Management | For | For |
| PRICEWATERHOUSECOOPERS LLP AS THE | | | |
| COMPANY'S INDEPENDENT REGISTERED PUBLIC | | | |
| ACCOUNTING FIRM FOR THE YEAR ENDING | | | |
| DECEMBER 31, 2019 (AS MORE PARTICULARLY | | | |
| DESCRIBED IN THE PROXY STATEMENT). | | | |
| REGAL BELOIT CORPORATION |
| Security | 758750103 | Meeting Type | Annual |
| Ticker Symbol | RBC | Meeting Date | 30-Apr-2019 |
| ISIN | US7587501039 | Agenda | 934949934 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Stephen M. Burt | Management | For | For |
| 1b. | Election of Director: Anesa T. Chaibi | Management | For | For |
| 1c. | Election of Director: Christopher L. Doerr | Management | For | For |
| 1d. | Election of Director: Thomas J. Fischer | Management | For | For |
| 1e. | Election of Director: Dean A. Foate | Management | For | For |
| 1f. | Election of Director: Rakesh Sachdev | Management | For | For |
| 1g. | Election of Director: Curtis W. Stoelting | Management | For | For |
| 1h. | Election of Director: Jane L. Warner | Management | For | For |
| 2. | Advisory vote on the compensation of the Company's | Management | For | For |
| named executive officers. | | | |
| 3. | To ratify the selection of Deloitte & Touche LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for the year ending December 28, 2019. | | | |
Page 20 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| INTERNATIONAL FLAVORS & FRAGRANCES INC. |
| Security | 459506101 | Meeting Type | Annual |
| Ticker Symbol | IFF | Meeting Date | 01-May-2019 |
| ISIN | US4595061015 | Agenda | 934945607 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Marcello V. Bottoli | Management | For | For |
| 1b. | Election of Director: Dr. Linda Buck | Management | For | For |
| 1c. | Election of Director: Michael L. Ducker | Management | For | For |
| 1d. | Election of Director: David R. Epstein | Management | For | For |
| 1e. | Election of Director: Roger W. Ferguson, Jr. | Management | For | For |
| 1f. | Election of Director: John F. Ferraro | Management | For | For |
| 1g. | Election of Director: Andreas Fibig | Management | For | For |
| 1h. | Election of Director: Christina Gold | Management | For | For |
| 1i. | Election of Director: Katherine M. Hudson | Management | For | For |
| 1j. | Election of Director: Dale F. Morrison | Management | For | For |
| 1k. | Election of Director: Stephen Williamson | Management | For | For |
| 2. | Ratify the selection of PricewaterhouseCoopers LLP as | Management | For | For |
| our independent registered public accounting firm for the | | | |
| 2019 fiscal year. | | | |
| 3. | Approve, on an advisory basis, the compensation of our | Management | For | For |
| named executive officers in 2018. | | | |
Page 21 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| TECHNIPFMC PLC |
| Security | G87110105 | Meeting Type | Annual |
| Ticker Symbol | FTI | Meeting Date | 01-May-2019 |
| ISIN | GB00BDSFG982 | Agenda | 934951662 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Douglas J. Pferdehirt | Management | For | For |
| 1b. | Election of Director: Arnaud Caudoux | Management | For | For |
| 1c. | Election of Director: Pascal Colombani | Management | For | For |
| 1d. | Election of Director: Marie-Ange Debon | Management | For | For |
| 1e. | Election of Director: Eleazar de Carvalho Filho | Management | For | For |
| 1f. | Election of Director: Claire S. Farley | Management | For | For |
| 1g. | Election of Director: Didier Houssin | Management | For | For |
| 1h. | Election of Director: Peter Mellbye | Management | For | For |
| 1i. | Election of Director: John O'Leary | Management | For | For |
| 1j. | Election of Director: Kay G. Priestly | Management | For | For |
| 1k. | Election of Director: Joseph Rinaldi | Management | For | For |
| 1l. | Election of Director: James M. Ringler | Management | For | For |
| 2. | U.K. Annual Report and Accounts: Receipt of the | Management | For | For |
| Company's audited U.K. accounts for the year ended | | | |
| December 31, 2018, including the reports of the directors | | | |
| and the auditor thereon. | | | |
| 3. | 2018 Say-on-Pay for Named Executive Officers: Approval | Management | For | For |
| of the Company's named executive officer compensation | | | |
| for the year ended December 31, 2018. | | | |
| 4. | Frequency of Future Say-on-Pay Proposals for named | Management | 1 Year | For |
| executive officers: Approval of the frequency of future | | | |
| Say-on-Pay proposals for named executive officers. | | | |
| 5. | 2018 Directors' Remuneration Report: Approval of the | Management | For | For |
| Company's directors' remuneration report for the year | | | |
| ended December 31, 2018. | | | |
| 6. | Ratification of U.S. Auditor: Ratification of the | Management | For | For |
| appointment of PricewaterhouseCoopers LLP ("PwC") as | | | |
| the Company's U.S. independent registered public | | | |
| accounting firm for the year ending December 31, 2019. | | | |
| 7. | Re-appointment of U.K. Statutory Auditor: Re- | Management | For | For |
| appointment of PwC as the Company's U.K. statutory | | | |
| auditor under the U.K. Companies Act 2006, to hold | | | |
| office until the next annual general meeting of | | | |
| shareholders at which accounts are laid. | | | |
| 8. | U.K. Statutory Auditor Fees: Authorize the Board of | Management | For | For |
| Directors and/or the Audit Committee to determine the | | | |
| remuneration of PwC, in its capacity as the Company's | | | |
| U.K. statutory auditor for the year ending December 31, | | | |
| 2019. | | | |
Page 22 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| REALOGY HOLDINGS CORP. |
| Security | 75605Y106 | Meeting Type | Annual |
| Ticker Symbol | RLGY | Meeting Date | 01-May-2019 |
| ISIN | US75605Y1064 | Agenda | 934954199 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Fiona P. Dias | | | |
| 1b. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Matthew J. Espe | | | |
| 1c. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| V. Ann Hailey | | | |
| 1d. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Bryson R. Koehler | | | |
| 1e. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Duncan L. Niederauer | | | |
| 1f. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Ryan M. Schneider | | | |
| 1g. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Enrique Silva | | | |
| 1h. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Sherry M. Smith | | | |
| 1i. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Christopher S. Terrill | | | |
| 1j. | Election of Directors for a one-year term expiring in 2020: | Management | For | For |
| Michael J. Williams | | | |
| 2. | Advisory Approval of the Compensation of Our Named | Management | For | For |
| Executive Officers. | | | |
| 3. | Advisory Vote on the Frequency of the Advisory Approval | Management | 1 Year | For |
| of the Compensation of our Named Executive Officers. | | | |
| 4. | Approval of an Amendment to the Certificate of | Management | For | For |
| Incorporation to Eliminate the Supermajority Voting | | | |
| Requirements to Amend the Certificate of Incorporation | | | |
| and Bylaws. | | | |
| 5. | Approval of Amendments to the Certificate of | Management | For | For |
| Incorporation to Eliminate Outdated Language Related to | | | |
| Board Classification. | | | |
| 6. | Ratification of the Appointment of | Management | For | For |
| PricewaterhouseCoopers LLP to serve as our | | | |
| Independent Registered Public Accounting Firm for 2019. | | | |
| APTARGROUP, INC. |
| Security | 038336103 | Meeting Type | Annual |
| Ticker Symbol | ATR | Meeting Date | 01-May-2019 |
| ISIN | US0383361039 | Agenda | 934955951 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Giovanna Kampouri Monnas | Management | For | For |
| 1b. | Election of Director: Isabel Marey-Semper | Management | For | For |
| 1c. | Election of Director: Stephan Tanda | Management | For | For |
| 2. | Advisory vote to approve executive compensation. | Management | For | For |
| 3. | Ratification of the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as the Independent | | | |
| Registered Public Accounting Firm for 2019. | | | |
Page 23 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ECOLAB INC. |
| Security | 278865100 | Meeting Type | Annual |
| Ticker Symbol | ECL | Meeting Date | 02-May-2019 |
| ISIN | US2788651006 | Agenda | 934949124 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Douglas M. Baker, Jr. | Management | For | For |
| 1b. | Election of Director: Shari L. Ballard | Management | For | For |
| 1c. | Election of Director: Barbara J. Beck | Management | For | For |
| 1d. | Election of Director: Leslie S. Biller | Management | For | For |
| 1e. | Election of Director: Jeffrey M. Ettinger | Management | For | For |
| 1f. | Election of Director: Arthur J. Higgins | Management | For | For |
| 1g. | Election of Director: Michael Larson | Management | For | For |
| 1h. | Election of Director: David W. MacLennan | Management | For | For |
| 1i. | Election of Director: Tracy B. McKibben | Management | For | For |
| 1j. | Election of Director: Lionel L. Nowell, III | Management | For | For |
| 1k. | Election of Director: Victoria J. Reich | Management | For | For |
| 1l. | Election of Director: Suzanne M. Vautrinot | Management | For | For |
| 1m. | Election of Director: John J. Zillmer | Management | For | For |
| 2. | Ratify the appointment of PricewaterhouseCoopers LLP | Management | For | For |
| as independent registered public accounting firm for the | | | |
| current year ending December 31, 2019. | | | |
| 3. | Advisory vote to approve the compensation of executives | Management | For | For |
| disclosed in the Proxy Statement. | | | |
| 4. | Stockholder proposal requesting an independent board | Shareholder | Against | For |
| chair, if properly presented. | | | |
| ACADIA HEALTHCARE COMPANY, INC. |
| Security | 00404A109 | Meeting Type | Annual |
| Ticker Symbol | ACHC | Meeting Date | 02-May-2019 |
| ISIN | US00404A1097 | Agenda | 934950189 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: William F. Grieco | Management | For | For |
| 1.2 | Election of Director: Reeve B. Waud | Management | For | For |
| 2. | Advisory vote on the compensation of the Company's | Management | For | For |
| named executive officers as presented in the Proxy | | | |
| Statement. | | | |
| 3. | Advisory vote on the frequency of the advisory vote on | Management | 1 Year | For |
| the compensation of the Company's named executive | | | |
| officers. | | | |
| 4. | Ratify the appointment of Ernst & Young LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for the fiscal year ending December 31, 2019. | | | |
Page 24 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CYPRESS SEMICONDUCTOR CORPORATION |
| Security | 232806109 | Meeting Type | Annual |
| Ticker Symbol | CY | Meeting Date | 03-May-2019 |
| ISIN | US2328061096 | Agenda | 934945912 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: W. Steve Albrecht | Management | For | For |
| 1b. | Election of Director: Hassane El-Khoury | Management | For | For |
| 1c. | Election of Director: Oh Chul Kwon | Management | For | For |
| 1d. | Election of Director: Catherine P. Lego | Management | For | For |
| 1e. | Election of Director: Camillo Martino | Management | For | For |
| 1f. | Election of Director: Jeffrey J. Owens | Management | For | For |
| 1g. | Election of Director: Jeannine P. Sargent | Management | For | For |
| 1h. | Election of Director: Michael S. Wishart | Management | For | For |
| 2. | Ratification of the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as the Company's | | | |
| independent registered public accounting firm for fiscal | | | |
| year 2019. | | | |
| 3. | Approval, on an advisory basis, of the Company's named | Management | For | For |
| executive officer compensation. | | | |
| LKQ CORPORATION |
| Security | 501889208 | Meeting Type | Annual |
| Ticker Symbol | LKQ | Meeting Date | 06-May-2019 |
| ISIN | US5018892084 | Agenda | 934948110 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: A. Clinton Allen | Management | For | For |
| 1b. | Election of Director: Meg A. Divitto | Management | For | For |
| 1c. | Election of Director: Robert M. Hanser | Management | For | For |
| 1d. | Election of Director: Joseph M. Holsten | Management | For | For |
| 1e. | Election of Director: Blythe J. McGarvie | Management | For | For |
| 1f. | Election of Director: John W. Mendel | Management | For | For |
| 1g. | Election of Director: Jody G. Miller | Management | For | For |
| 1h. | Election of Director: John F. O'Brien | Management | For | For |
| 1i. | Election of Director: Guhan Subramanian | Management | For | For |
| 1j. | Election of Director: William M. Webster, IV | Management | For | For |
| 1k. | Election of Director: Dominick Zarcone | Management | For | For |
| 2. | Ratification of the appointment of Deloitte & Touche LLP | Management | For | For |
| as our independent registered public accounting firm for | | | |
| our fiscal year ending December 31, 2019. | | | |
| 3. | Approval, on an advisory basis, of the compensation of | Management | For | For |
| our named executive officers. | | | |
Page 25 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MDU RESOURCES GROUP, INC. |
| Security | 552690109 | Meeting Type | Annual |
| Ticker Symbol | MDU | Meeting Date | 07-May-2019 |
| ISIN | US5526901096 | Agenda | 934955583 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Thomas Everist | Management | For | For |
| 1b. | Election of Director: Karen B. Fagg | Management | For | For |
| 1c. | Election of Director: David L. Goodin | Management | For | For |
| 1d. | Election of Director: Mark A. Hellerstein | Management | For | For |
| 1e. | Election of Director: Dennis W. Johnson | Management | For | For |
| 1f. | Election of Director: Patricia L. Moss | Management | For | For |
| 1g. | Election of Director: Edward A. Ryan | Management | For | For |
| 1h. | Election of Director: David M. Sparby | Management | For | For |
| 1i. | Election of Director: Chenxi Wang | Management | For | For |
| 1j. | Election of Director: John K. Wilson | Management | For | For |
| 2. | Advisory Vote to Approve the Compensation Paid to the | Management | For | For |
| Company's Named Executive Officers. | | | |
| 3. | Ratification of the Appointment of Deloitte & Touche LLP | Management | For | For |
| as the Company's Independent Registered Public | | | |
| Accounting Firm for 2019. | | | |
| 4. | Approval of an Amendment to Montana-Dakota Utilities | Management | For | For |
| Co.'s Restated Certificate of Incorporation. | | | |
| 5. | Approval of Amendments to Update and Modernize the | Management | For | For |
| Company's Amended and Restated Certificate of | | | |
| Incorporation, Including Removing the Requirement of | | | |
| Action by a Two-Thirds Vote of Continuing Directors for | | | |
| Certain Board Actions. | | | |
Page 26 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| DIAMONDROCK HOSPITALITY CO |
| Security | 252784301 | Meeting Type | Annual |
| Ticker Symbol | DRH | Meeting Date | 07-May-2019 |
| ISIN | US2527843013 | Agenda | 934969619 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: William W. McCarten | Management | For | For |
| 1.2 | Election of Director: Mark W. Brugger | Management | For | For |
| 1.3 | Election of Director: Timothy R. Chi | Management | For | For |
| 1.4 | Election of Director: Maureen L. McAvey | Management | For | For |
| 1.5 | Election of Director: Gilbert T. Ray | Management | For | For |
| 1.6 | Election of Director: William J. Shaw | Management | For | For |
| 1.7 | Election of Director: Bruce D. Wardinski | Management | For | For |
| 1.8 | Election of Director: Kathleen A. Wayton | Management | For | For |
| 2. | To approve, on a non-binding, advisory basis, the | Management | For | For |
| compensation of the named executive officers, as | | | |
| disclosed in the proxy statement. | | | |
| 3. | To ratify the appointment of KPMG LLP as the | Management | For | For |
| independent auditors for DiamondRock Hospitality | | | |
| Company for the fiscal year ending December 31, 2019. | | | |
| 4. | To approve an amendment to our charter to eliminate the | Management | For | For |
| two-thirds vote requirement necessary to approve | | | |
| amendments to our charter and certain extraordinary | | | |
| actions. | | | |
| CAMECO CORPORATION |
| Security | 13321L108 | Meeting Type | Annual |
| Ticker Symbol | CCJ | Meeting Date | 07-May-2019 |
| ISIN | CA13321L1085 | Agenda | 934969796 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| A | DIRECTOR | Management | | |
| 1 | IAN BRUCE | | For | For |
| 2 | DANIEL CAMUS | | For | For |
| 3 | DONALD DERANGER | | For | For |
| 4 | CATHERINE GIGNAC | | For | For |
| 5 | TIM GITZEL | | For | For |
| 6 | JIM GOWANS | | For | For |
| 7 | KATHRYN JACKSON | | For | For |
| 8 | DON KAYNE | | For | For |
| 9 | ANNE MCLELLAN | | For | For |
| B | APPOINT KPMG LLP AS AUDITORS. | Management | For | For |
| C | BE IT RESOLVED THAT, ON AN ADVISORY BASIS | Management | For | For |
| AND NOT TO DIMINISH THE ROLE AND | | | |
| RESPONSIBILITIES OF THE BOARD OF DIRECTORS | | | |
| FOR EXECUTIVE COMPENSATION, THE | | | |
| SHAREHOLDERS ACCEPT THE APPROACH TO | | | |
| EXECUTIVE COMPENSATION DISCLOSED IN | | | |
| CAMECO'S MANAGEMENT PROXY CIRCULAR | | | |
| DELIVERED IN ADVANCE OF THE 2019 ANNUAL | | | |
| MEETING OF SHAREHOLDERS. | | | |
| D | YOU DECLARE THAT THE SHARES REPRESENTED | Management | For | N/A |
| BY THIS VOTING INSTRUCTION FORM ARE HELD, | | | |
| BENEFICIALLY OWNED OR CONTROLLED, EITHER | | | |
| DIRECTLY OR INDIRECTLY, BY A RESIDENT OF | | | |
| CANADA AS DEFINED BELOW. IF THE SHARES ARE | | | |
| HELD IN THE NAMES OF TWO OR MORE PEOPLE, | | | |
| YOU DECLARE THAT ALL OF THESE PEOPLE ARE | | | |
| RESIDENTS OF CANADA. NOTE: "FOR" = YES, | | | |
| "ABSTAIN" = NO "AGAINST" WILL BE TREATED AS | | | |
| NOT MARKED | | | |
Page 27 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| NEWELL BRANDS INC. |
| Security | 651229106 | Meeting Type | Annual |
| Ticker Symbol | NWL | Meeting Date | 07-May-2019 |
| ISIN | US6512291062 | Agenda | 934983126 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Bridget Ryan Berman | Management | For | For |
| 1b. | Election of Director: Patrick D. Campbell | Management | For | For |
| 1c. | Election of Director: James R. Craigie | Management | For | For |
| 1d. | Election of Director: Debra A. Crew | Management | For | For |
| 1e. | Election of Director: Brett M. Icahn | Management | For | For |
| 1f. | Election of Director: Gerardo I. Lopez | Management | For | For |
| 1g. | Election of Director: Courtney R. Mather | Management | For | For |
| 1h. | Election of Director: Michael B. Polk | Management | For | For |
| 1i. | Election of Director: Judith A. Sprieser | Management | For | For |
| 1j. | Election of Director: Robert A. Steele | Management | For | For |
| 1k. | Election of Director: Steven J. Strobel | Management | For | For |
| 1l. | Election of Director: Michael A. Todman | Management | For | For |
| 2. | Ratify the appointment of PricewaterhouseCoopers LLP | Management | For | For |
| as the Company's independent registered public | | | |
| accounting firm for the fiscal year ending December 31, | | | |
| 2019. | | | |
| 3. | Advisory resolution to approve executive compensation. | Management | For | For |
| 4. | Board proposal to amend the Company's Restated | Management | For | For |
| Certificate of Incorporation to allow stockholder action by | | | |
| written consent. | | | |
| 5. | Shareholder proposal modifying proxy access. | Shareholder | Against | For |
| 6. | Shareholder proposal to prepare a diversity report. | Shareholder | Against | For |
Page 28 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| BRUNSWICK CORPORATION |
| Security | 117043109 | Meeting Type | Annual |
| Ticker Symbol | BC | Meeting Date | 08-May-2019 |
| ISIN | US1170431092 | Agenda | 934953868 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: David C. Everitt | Management | For | For |
| 1b. | Election of Director: Lauren Patricia Flaherty | Management | For | For |
| 1c. | Election of Director: Joseph W. McClanathan | Management | For | For |
| 1d. | Election of Director: Roger J. Wood | Management | For | For |
| 2. | The approval of the compensation of our Named | Management | For | For |
| Executive Officers on an advisory basis. | | | |
| 3. | The ratification of the Audit Committee's appointment of | Management | For | For |
| Deloitte & Touche LLP as the Company's independent | | | |
| registered public accounting firm for the fiscal year | | | |
| ending December 31, 2019. | | | |
| SPX FLOW, INC. |
| Security | 78469X107 | Meeting Type | Annual |
| Ticker Symbol | FLOW | Meeting Date | 08-May-2019 |
| ISIN | US78469X1072 | Agenda | 934957866 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Anne K. Altman | Management | For | For |
| 1.2 | Election of Director: Patrick D. Campbell | Management | For | For |
| 1.3 | Election of Director: Marcus G. Michael | Management | For | For |
| 1.4 | Election of Director: Suzanne B. Rowland | Management | For | For |
| 2. | To approve, on an advisory basis, the compensation of | Management | For | For |
| SPX FLOW's named executive officers as disclosed in its | | | |
| proxy statement. | | | |
| 3. | To approve the amendment and restatement of the SPX | Management | For | For |
| FLOW, Inc. Stock Compensation Plan to increase the | | | |
| number of shares reserved for issuance thereunder by | | | |
| 2,000,000 | | | |
| 4. | To ratify the appointment of Deloitte & Touche LLP as | Management | For | For |
| SPX FLOW's independent public accountants for 2019. | | | |
Page 29 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| PULTEGROUP, INC. |
| Security | 745867101 | Meeting Type | Annual |
| Ticker Symbol | PHM | Meeting Date | 08-May-2019 |
| ISIN | US7458671010 | Agenda | 934961788 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Brian P. Anderson | Management | For | For |
| 1b. | Election of Director: Bryce Blair | Management | For | For |
| 1c. | Election of Director: Richard W. Dreiling | Management | For | For |
| 1d. | Election of Director: Thomas J. Folliard | Management | For | For |
| 1e. | Election of Director: Cheryl W. Grisé | Management | For | For |
| 1f. | Election of Director: André J. Hawaux | Management | For | For |
| 1g. | Election of Director: Ryan R. Marshall | Management | For | For |
| 1h. | Election of Director: John R. Peshkin | Management | For | For |
| 1i. | Election of Director: Scott F. Powers | Management | For | For |
| 1j. | Election of Director: William J. Pulte | Management | For | For |
| 1k. | Election of Director: Lila Snyder | Management | For | For |
| 2. | Ratification of appointment of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for 2019. | | | |
| 3. | Say-on-pay: Advisory vote to approve executive | Management | For | For |
| compensation. | | | |
| 4. | Approval of an amendment to extend the term of our | Management | For | For |
| amended and restated Section 382 rights agreement. | | | |
| HARLEY-DAVIDSON, INC. |
| Security | 412822108 | Meeting Type | Annual |
| Ticker Symbol | HOG | Meeting Date | 09-May-2019 |
| ISIN | US4128221086 | Agenda | 934957537 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Troy Alstead | | For | For |
| 2 | R. John Anderson | | For | For |
| 3 | Michael J. Cave | | For | For |
| 4 | Allan Golston | | For | For |
| 5 | Matthew S. Levatich | | For | For |
| 6 | Sara L. Levinson | | For | For |
| 7 | N. Thomas Linebarger | | For | For |
| 8 | Brian R. Niccol | | For | For |
| 9 | Maryrose T. Sylvester | | For | For |
| 10 | Jochen Zeitz | | For | For |
| 2. | To approve, by advisory vote, the compensation of our | Management | For | For |
| Named Executive Officers. | | | |
| 3. | To ratify the selection of Ernst & Young LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| fiscal year ending December 31, 2019. | | | |
Page 30 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| SPX CORPORATION |
| Security | 784635104 | Meeting Type | Annual |
| Ticker Symbol | SPXC | Meeting Date | 09-May-2019 |
| ISIN | US7846351044 | Agenda | 934960483 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A | Election of Director Term will expire in 2022: Eugene J. | Management | For | For |
| Lowe, III | | | |
| 1B | Election of Director Term will expire in 2022: Patrick J. | Management | For | For |
| O'Leary | | | |
| 1C | Election of Director Term will expire in 2022: David A. | Management | For | For |
| Roberts | | | |
| 2. | Approval of Named Executive Officers' Compensation, on | Management | For | For |
| a Non-binding Advisory Basis. | | | |
| 3. | Approval of SPX Corporation 2019 Stock Compensation | Management | For | For |
| Plan. | | | |
| 4. | Ratification of Appointment of Deloitte & Touche LLP as | Management | For | For |
| the Company's Independent Registered Public | | | |
| Accounting Firm for 2019. | | | |
| MASCO CORPORATION |
| Security | 574599106 | Meeting Type | Annual |
| Ticker Symbol | MAS | Meeting Date | 10-May-2019 |
| ISIN | US5745991068 | Agenda | 934980497 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Marie A. Ffolkes | Management | For | For |
| 1b. | Election of Director: Donald R. Parfet | Management | For | For |
| 1c. | Election of Director: Lisa A. Payne | Management | For | For |
| 1d. | Election of Director: Reginald M. Turner | Management | For | For |
| 2. | To approve, by non-binding advisory vote, the | Management | For | For |
| compensation paid to the Company's named executive | | | |
| officers, as disclosed pursuant to the compensation | | | |
| disclosure rules of the SEC, including the Compensation | | | |
| Discussion and Analysis, the compensation tables and | | | |
| the related materials disclosed in the Proxy Statement | | | |
| 3. | To ratify the selection of PricewaterhouseCoopers LLP as | Management | For | For |
| independent auditors for the Company for 2019. | | | |
Page 31 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ACCELERATE DIAGNOSTICS |
| Security | 00430H102 | Meeting Type | Annual |
| Ticker Symbol | AXDX | Meeting Date | 10-May-2019 |
| ISIN | US00430H1023 | Agenda | 934982819 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Thomas D. Brown | | For | For |
| 2 | Lawrence Mehren | | For | For |
| 3 | Mark C. Miller | | For | For |
| 4 | John Patience | | For | For |
| 5 | Jack Schuler | | For | For |
| 6 | Matthew Strobeck, Ph.D. | | For | For |
| 7 | Frank J.M. ten Brink | | For | For |
| 8 | Charles Watts, M.D. | | For | For |
| 2. | To approve an amendment to the Company's 2012 | Management | For | For |
| Omnibus Equity Incentive Plan to increase the total | | | |
| number of authorized shares of the Company's common | | | |
| stock available or grant thereunder by 3,000,000 shares | | | |
| to a total of 10,677,500 shares. | | | |
| 3. | To approve, on an advisory basis, the compensation of | Management | For | For |
| the Company's named executive officers (say-on-pay). | | | |
| 4. | To vote, on an advisory basis, on the frequency of future | Management | 1 Year | Against |
| say-on-pay votes. | | | |
| 5. | To approve an amendment to the Company's Certificate | Management | Against | Against |
| of Incorporation to increase the total number of | | | |
| authorized shares of the Company's common stock by | | | |
| 10,000,000 shares, to a total of 85,000,000 shares. | | | |
| 6. | To ratify the selection of Ernst & Young LLP as the | Management | For | For |
| independent registered public accounting firm of the | | | |
| Company for the year ending December 31, 2019. | | | |
| LUNDIN MINING CORPORATION |
| Security | 550372106 | Meeting Type | Annual |
| Ticker Symbol | LUNMF | Meeting Date | 10-May-2019 |
| ISIN | CA5503721063 | Agenda | 934993507 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1 | DIRECTOR | Management | | |
| 1 | Donald K. Charter | | For | For |
| 2 | John H. Craig | | For | For |
| 3 | Marie Inkster | | For | For |
| 4 | Peter C. Jones | | For | For |
| 5 | Lukas H. Lundin | | For | For |
| 6 | Dale C. Peniuk | | For | For |
| 7 | William A. Rand | | For | For |
| 8 | Catherine J. G. Stefan | | For | For |
| 2 | Appointment of PricewaterhouseCoopers LLP, Chartered | Management | For | For |
| Professional Accountants as Auditors of the Corporation | | | |
| for the ensuing year and authorizing the Directors to fix | | | |
| their remuneration. | | | |
| 3 | Considering and, if deemed appropriate, passing an | Management | For | For |
| ordinary, non-binding resolution, on an advisory basis | | | |
| and not to diminish the role and responsibilities of the | | | |
| Board, to accept the approach to executive compensation | | | |
| disclosed in the Corporation's Management Information | | | |
| Circular. | | | |
| 4 | Considering and, if deemed appropriate, passing, with or | Management | For | For |
| without amendment, an ordinary resolution to approve an | | | |
| amendment to the 2014 Share Unit Plan of the | | | |
| Corporation to increase the number of common shares | | | |
| reserved for issuance thereunder by 8,000,000 common | | | |
| shares to 14,000,000 common shares, as more | | | |
| particularly described in the Corporation's Management | | | |
| Information Circular. | | | |
Page 32 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| CIT GROUP INC. |
| Security | 125581801 | Meeting Type | Annual |
| Ticker Symbol | CIT | Meeting Date | 14-May-2019 |
| ISIN | US1255818015 | Agenda | 934963922 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Ellen R. Alemany | Management | For | For |
| 1b. | Election of Director: Michael L. Brosnan | Management | For | For |
| 1c. | Election of Director: Michael A. Carpenter | Management | For | For |
| 1d. | Election of Director: Dorene C. Dominguez | Management | For | For |
| 1e. | Election of Director: Alan Frank | Management | For | For |
| 1f. | Election of Director: William M. Freeman | Management | For | For |
| 1g. | Election of Director: R. Brad Oates | Management | For | For |
| 1h. | Election of Director: Gerald Rosenfeld | Management | For | For |
| 1i. | Election of Director: Vice Admiral John R. Ryan, USN | Management | For | For |
| (Ret.) | | | |
| 1j. | Election of Director: Sheila A. Stamps | Management | For | For |
| 1k. | Election of Director: Khanh T. Tran | Management | For | For |
| 1l. | Election of Director: Laura S. Unger | Management | For | For |
| 2. | To ratify the appointment of Deloitte & Touche LLP as | Management | For | For |
| CIT's independent registered public accounting firm and | | | |
| external auditors for 2019. | | | |
| 3. | To recommend, by non-binding vote, the compensation | Management | For | For |
| of CIT's named executive officers. | | | |
Page 33 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| XCEL ENERGY INC. |
| Security | 98389B100 | Meeting Type | Annual |
| Ticker Symbol | XEL | Meeting Date | 15-May-2019 |
| ISIN | US98389B1008 | Agenda | 934961182 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Lynn Casey | Management | For | For |
| 1b. | Election of Director: Richard K. Davis | Management | For | For |
| 1c. | Election of Director: Ben Fowke | Management | For | For |
| 1d. | Election of Director: Richard T. O'Brien | Management | For | For |
| 1e. | Election of Director: David K. Owens | Management | For | For |
| 1f. | Election of Director: Christopher J. Policinski | Management | For | For |
| 1g. | Election of Director: James T. Prokopanko | Management | For | For |
| 1h. | Election of Director: A. Patricia Sampson | Management | For | For |
| 1i. | Election of Director: James J. Sheppard | Management | For | For |
| 1j. | Election of Director: David A. Westerlund | Management | For | For |
| 1k. | Election of Director: Kim Williams | Management | For | For |
| 1l. | Election of Director: Timothy V. Wolf | Management | For | For |
| 1m. | Election of Director: Daniel Yohannes | Management | For | For |
| 2. | Company proposal to approve, on an advisory basis, | Management | For | For |
| executive compensation. | | | |
| 3. | Company proposal to ratify the appointment of Deloitte & | Management | For | For |
| Touche LLP as Xcel Energy Inc.'s independent registered | | | |
| public accounting firm for 2019. | | | |
| STATE STREET CORPORATION |
| Security | 857477103 | Meeting Type | Annual |
| Ticker Symbol | STT | Meeting Date | 15-May-2019 |
| ISIN | US8574771031 | Agenda | 934969277 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: K. Burnes | Management | For | For |
| 1b. | Election of Director: P. de Saint-Aignan | Management | For | For |
| 1c. | Election of Director: L. Dugle | Management | For | For |
| 1d. | Election of Director: A. Fawcett | Management | For | For |
| 1e. | Election of Director: W. Freda | Management | For | For |
| 1f. | Election of Director: J. Hooley | Management | For | For |
| 1g. | Election of Director: S. Mathew | Management | For | For |
| 1h. | Election of Director: W. Meaney | Management | For | For |
| 1i. | Election of Director: R. O'Hanley | Management | For | For |
| 1j. | Election of Director: S. O'Sullivan | Management | For | For |
| 1k. | Election of Director: R. Sergel | Management | For | For |
| 1l. | Election of Director: G. Summe | Management | For | For |
| 2. | To approve an advisory proposal on executive | Management | For | For |
| compensation. | | | |
| 3. | To ratify the selection of Ernst & Young LLP as State | Management | For | For |
| Street's independent registered public accounting firm for | | | |
| the year ending December 31, 2019. | | | |
Page 34 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| DISCOVER FINANCIAL SERVICES |
| Security | 254709108 | Meeting Type | Annual |
| Ticker Symbol | DFS | Meeting Date | 16-May-2019 |
| ISIN | US2547091080 | Agenda | 934964784 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Jeffrey S. Aronin | Management | For | For |
| 1b. | Election of Director: Mary K. Bush | Management | For | For |
| 1c. | Election of Director: Gregory C. Case | Management | For | For |
| 1d. | Election of Director: Candace H. Duncan | Management | For | For |
| 1e. | Election of Director: Joseph F. Eazor | Management | For | For |
| 1f. | Election of Director: Cynthia A. Glassman | Management | For | For |
| 1g. | Election of Director: Roger C. Hochschild | Management | For | For |
| 1h. | Election of Director: Thomas G. Maheras | Management | For | For |
| 1i. | Election of Director: Michael H. Moskow | Management | For | For |
| 1j. | Election of Director: Mark A. Thierer | Management | For | For |
| 1k. | Election of Director: Lawrence A. Weinbach | Management | For | For |
| 2. | Advisory vote to approve named executive officer | Management | For | For |
| compensation. | | | |
| 3. | To ratify the appointment of Deloitte & Touche LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| 4. | To amend the Company's Certificate of Incorporation to | Management | For | For |
| eliminate supermajority voting requirements. | | | |
| 5. | To amend the Company's Certificate of Incorporation to | Management | For | For |
| grant shareholders the right to call special meetings. | | | |
| 6. | Advisory vote on a shareholder proposal regarding the | Shareholder | Against | For |
| right of shareholders to call special meetings, if properly | | | |
| presented. | | | |
Page 35 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HOST HOTELS & RESORTS, INC. |
| Security | 44107P104 | Meeting Type | Annual |
| Ticker Symbol | HST | Meeting Date | 16-May-2019 |
| ISIN | US44107P1049 | Agenda | 934964861 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Mary L. Baglivo | Management | For | For |
| 1b. | Election of Director: Sheila C. Bair | Management | For | For |
| 1c. | Election of Director: Ann M. Korologos | Management | For | For |
| 1d. | Election of Director: Richard E. Marriott | Management | For | For |
| 1e. | Election of Director: Sandeep L. Mathrani | Management | For | For |
| 1f. | Election of Director: John B. Morse, Jr. | Management | For | For |
| 1g. | Election of Director: Mary Hogan Preusse | Management | For | For |
| 1h. | Election of Director: Walter C. Rakowich | Management | For | For |
| 1i. | Election of Director: James F. Risoleo | Management | For | For |
| 1j. | Election of Director: Gordon H. Smith | Management | For | For |
| 1k. | Election of Director: A. William Stein | Management | For | For |
| 2. | Ratify appointment of KPMG LLP as independent | Management | For | For |
| registered public accountants for 2019. | | | |
| 3. | Advisory resolution to approve executive compensation. | Management | For | For |
| PIONEER NATURAL RESOURCES COMPANY |
| Security | 723787107 | Meeting Type | Annual |
| Ticker Symbol | PXD | Meeting Date | 16-May-2019 |
| ISIN | US7237871071 | Agenda | 934976652 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Edison C. Buchanan | Management | For | For |
| 1b. | Election of Director: Andrew F. Cates | Management | For | For |
| 1c. | Election of Director: Phillip A. Gobe | Management | For | For |
| 1d. | Election of Director: Larry R. Grillot | Management | For | For |
| 1e. | Election of Director: Stacy P. Methvin | Management | For | For |
| 1f. | Election of Director: Royce W. Mitchell | Management | For | For |
| 1g. | Election of Director: Frank A. Risch | Management | For | For |
| 1h. | Election of Director: Scott D. Sheffield | Management | For | For |
| 1i. | Election of Director: Mona K. Sutphen | Management | For | For |
| 1j. | Election of Director: J. Kenneth Thompson | Management | For | For |
| 1k. | Election of Director: Phoebe A. Wood | Management | For | For |
| 1l. | Election of Director: Michael D. Wortley | Management | For | For |
| 2. | RATIFICATION OF SELECTION OF ERNST & YOUNG | Management | For | For |
| LLP AS THE COMPANY'S INDEPENDENT | | | |
| REGISTERED PUBLIC ACCOUNTING FIRM FOR 2019 | | | |
| 3. | ADVISORY VOTE TO APPROVE NAMED EXECUTIVE | Management | For | For |
| OFFICER COMPENSATION | | | |
Page 36 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MATTEL, INC. |
| Security | 577081102 | Meeting Type | Annual |
| Ticker Symbol | MAT | Meeting Date | 16-May-2019 |
| ISIN | US5770811025 | Agenda | 934978098 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: R. Todd Bradley | Management | For | For |
| 1b. | Election of Director: Adriana Cisneros | Management | For | For |
| 1c. | Election of Director: Michael J. Dolan | Management | For | For |
| 1d. | Election of Director: Ynon Kreiz | Management | For | For |
| 1e. | Election of Director: Soren T. Laursen | Management | For | For |
| 1f. | Election of Director: Ann Lewnes | Management | For | For |
| 1g. | Election of Director: Roger Lynch | Management | For | For |
| 1h. | Election of Director: Dominic Ng | Management | For | For |
| 1i. | Election of Director: Dr. Judy D. Olian | Management | For | For |
| 1j. | Election of Director: Vasant M. Prabhu | Management | For | For |
| 2. | Ratification of the selection of PricewaterhouseCoopers | Management | For | For |
| LLP as Mattel, Inc.'s independent registered public | | | |
| accounting firm for the year ending December 31, 2019. | | | |
| 3. | Advisory vote to approve named executive officer | Management | For | For |
| compensation, as described in the Mattel, Inc. Proxy | | | |
| Statement. | | | |
| 4. | Approval of Second Amendment to Mattel, Inc. Amended | Management | Against | Against |
| and Restated 2010 Equity and Long-Term Compensation | | | |
| Plan. | | | |
| 5. | Stockholder proposal regarding an amendment to | Shareholder | Against | For |
| stockholder proxy access provisions. | | | |
| CHENIERE ENERGY, INC. |
| Security | 16411R208 | Meeting Type | Annual |
| Ticker Symbol | LNG | Meeting Date | 16-May-2019 |
| ISIN | US16411R2085 | Agenda | 935001343 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A. | Election of Director: G. Andrea Botta | Management | For | For |
| 1B. | Election of Director: Jack A. Fusco | Management | For | For |
| 1C. | Election of Director: Vicky A. Bailey | Management | For | For |
| 1D. | Election of Director: Nuno Brandolini | Management | For | For |
| 1E. | Election of Director: David I. Foley | Management | For | For |
| 1F. | Election of Director: David B. Kilpatrick | Management | For | For |
| 1G. | Election of Director: Andrew Langham | Management | For | For |
| 1H. | Election of Director: Courtney R. Mather | Management | For | For |
| 1I. | Election of Director: Donald F. Robillard, Jr | Management | For | For |
| 1J. | Election of Director: Neal A. Shear | Management | For | For |
| 2. | Approve, on an advisory and non-binding basis, the | Management | Against | Against |
| compensation of the Company's named executive | | | |
| officers for 2018. | | | |
| 3. | Ratification of the appointment of KPMG LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for 2019. | | | |
Page 37 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HANGER, INC. |
| Security | 41043F208 | Meeting Type | Annual |
| Ticker Symbol | HNGR | Meeting Date | 17-May-2019 |
| ISIN | US41043F2083 | Agenda | 934964912 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Vinit K. Asar | | For | For |
| 2 | Asif Ahmad | | For | For |
| 3 | Christopher B. Begley | | For | For |
| 4 | John T. Fox | | For | For |
| 5 | Thomas C. Freyman | | For | For |
| 6 | Stephen E. Hare | | For | For |
| 7 | Cynthia L. Lucchese | | For | For |
| 8 | Richard R. Pettingill | | For | For |
| 9 | Kathryn M. Sullivan | | For | For |
| 2. | To approve, by advisory vote, the compensation of the | Management | For | For |
| Company's named executive officers. | | | |
| 3. | To approve, by advisory vote, the frequency of future | Management | 1 Year | For |
| advisory votes on the compensation of the Company's | | | |
| named executive officers. | | | |
| 4. | To approve the adoption of the Hanger, Inc. 2019 | Management | Against | Against |
| Omnibus Incentive Plan. | | | |
| 5. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the Company's independent auditor for the fiscal | | | |
| year ended December 31, 2019. | | | |
| HD SUPPLY HOLDINGS, INC. |
| Security | 40416M105 | Meeting Type | Annual |
| Ticker Symbol | HDS | Meeting Date | 21-May-2019 |
| ISIN | US40416M1053 | Agenda | 934965774 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Joseph J. DeAngelo | | For | For |
| 2 | Patrick R. McNamee | | For | For |
| 3 | Scott D. Ostfeld | | For | For |
| 4 | Charles W. Peffer | | For | For |
| 5 | James A. Rubright | | For | For |
| 6 | Lauren Taylor Wolfe | | For | For |
| 2. | To ratify our board of directors' appointment of | Management | For | For |
| PricewaterhouseCoopers LLP as our independent | | | |
| registered public accounting firm for the fiscal year | | | |
| ending on February 2, 2020. | | | |
| 3. | To approve the HD Supply Holdings, Inc. Amended and | Management | For | For |
| Restated Employee Stock Purchase Plan. | | | |
Page 38 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| FLAGSTAR BANCORP, INC. |
| Security | 337930705 | Meeting Type | Annual |
| Ticker Symbol | FBC | Meeting Date | 21-May-2019 |
| ISIN | US3379307057 | Agenda | 934975965 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Alessandro P. DiNello | Management | For | For |
| 1b. | Election of Director: Jay J. Hansen | Management | For | For |
| 1c. | Election of Director: John D. Lewis | Management | For | For |
| 1d. | Election of Director: David J. Matlin | Management | For | For |
| 1e. | Election of Director: Bruce E. Nyberg | Management | For | For |
| 1f. | Election of Director: James A. Ovenden | Management | For | For |
| 1g. | Election of Director: Peter Schoels | Management | For | For |
| 1h. | Election of Director: David L. Treadwell | Management | For | For |
| 1i. | Election of Director: Jennifer R. Whip | Management | For | For |
| 2. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as the Company's independent registered public | | | |
| accounting firm for the year ending December 31, 2019. | | | |
| 3. | To adopt an advisory (non-binding) resolution to approve | Management | For | For |
| named executive officer compensation. | | | |
| 4. | To hold an advisory (non-binding) vote on the frequency | Management | 1 Year | For |
| of future advisory votes on named executive officer | | | |
| compensation. | | | |
| SOUTHWESTERN ENERGY COMPANY |
| Security | 845467109 | Meeting Type | Annual |
| Ticker Symbol | SWN | Meeting Date | 21-May-2019 |
| ISIN | US8454671095 | Agenda | 934979103 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: John D. Gass | Management | For | For |
| 1.2 | Election of Director: Catherine A. Kehr | Management | For | For |
| 1.3 | Election of Director: Greg D. Kerley | Management | For | For |
| 1.4 | Election of Director: Jon A. Marshall | Management | For | For |
| 1.5 | Election of Director: Patrick M. Prevost | Management | For | For |
| 1.6 | Election of Director: Anne Taylor | Management | For | For |
| 1.7 | Election of Director: William J. Way | Management | For | For |
| 2. | Advisory vote to approve compensation of our Named | Management | For | For |
| Executive Officers for 2018 (Say-on-Pay). | | | |
| 3. | Proposal to approve an amendment to the Southwestern | Management | Against | Against |
| Energy Company 2013 incentive plan, to increase the | | | |
| number of shares authorized for issuance under the plan. | | | |
| 4. | Proposal to ratify the appointment of | Management | For | For |
| PricewaterhouseCoopers LLP to serve as the Company's | | | |
| independent registered public accounting firm for 2019. | | | |
Page 39 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| LUMBER LIQUIDATORS HOLDINGS, INC. |
| Security | 55003T107 | Meeting Type | Annual |
| Ticker Symbol | LL | Meeting Date | 22-May-2019 |
| ISIN | US55003T1079 | Agenda | 934965990 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Terri Funk Graham | | For | For |
| 2 | Famous P. Rhodes | | For | For |
| 2. | Proposal to ratify the selection of Ernst & Young LLP as | Management | For | For |
| the Company's independent registered public accounting | | | |
| firm for the fiscal year ending December 31, 2019. | | | |
| 3. | Proposal to approve a non-binding advisory resolution | Management | Against | Against |
| approving the compensation of the Company's named | | | |
| executive officers. | | | |
| 4. | Proposal to approve an amendment and restatement of | Management | Against | Against |
| the Amended and Restated Lumber Liquidators Holdings, | | | |
| Inc. 2011 Equity Compensation Plan. | | | |
| MOLSON COORS BREWING CO. |
| Security | 60871R209 | Meeting Type | Annual |
| Ticker Symbol | TAP | Meeting Date | 22-May-2019 |
| ISIN | US60871R2094 | Agenda | 934975927 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Roger G. Eaton | | For | For |
| 2 | Charles M. Herington | | For | For |
| 3 | H. Sanford Riley | | For | For |
| 2. | To approve, on an advisory basis, the compensation of | Management | For | For |
| our named executive officers (Say-on-Pay). | | | |
Page 40 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| FISERV, INC. |
| Security | 337738108 | Meeting Type | Annual |
| Ticker Symbol | FISV | Meeting Date | 22-May-2019 |
| ISIN | US3377381088 | Agenda | 934978264 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Alison Davis | | For | For |
| 2 | Harry F. DiSimone | | For | For |
| 3 | John Y. Kim | | For | For |
| 4 | Dennis F. Lynch | | For | For |
| 5 | Denis J. O'Leary | | For | For |
| 6 | Glenn M. Renwick | | For | For |
| 7 | Kim M. Robak | | For | For |
| 8 | JD Sherman | | For | For |
| 9 | Doyle R. Simons | | For | For |
| 10 | Jeffery W. Yabuki | | For | For |
| 2. | To approve the Fiserv, Inc. Amended and Restated | Management | For | For |
| Employee Stock Purchase Plan. | | | |
| 3. | To approve, on an advisory basis, the compensation of | Management | Against | Against |
| the named executive officers of Fiserv, Inc. | | | |
| 4. | To ratify the appointment of Deloitte & Touche LLP as the | Management | For | For |
| independent registered public accounting firm of Fiserv, | | | |
| Inc. for 2019. | | | |
| 5. | A shareholder proposal requesting the company provide | Shareholder | For | Against |
| a political contribution report. | | | |
| HENRY SCHEIN, INC. |
| Security | 806407102 | Meeting Type | Annual |
| Ticker Symbol | HSIC | Meeting Date | 22-May-2019 |
| ISIN | US8064071025 | Agenda | 934978757 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Barry J. Alperin | Management | For | For |
| 1b. | Election of Director: Gerald A. Benjamin | Management | For | For |
| 1c. | Election of Director: Stanley M. Bergman | Management | For | For |
| 1d. | Election of Director: James P. Breslawski | Management | For | For |
| 1e. | Election of Director: Paul Brons | Management | For | For |
| 1f. | Election of Director: Shira Goodman | Management | For | For |
| 1g. | Election of Director: Joseph L. Herring | Management | For | For |
| 1h. | Election of Director: Kurt P. Kuehn | Management | For | For |
| 1i. | Election of Director: Philip A. Laskawy | Management | For | For |
| 1j. | Election of Director: Anne H. Margulies | Management | For | For |
| 1k. | Election of Director: Mark E. Mlotek | Management | For | For |
| 1l. | Election of Director: Steven Paladino | Management | For | For |
| 1m. | Election of Director: Carol Raphael | Management | For | For |
| 1n. | Election of Director: E. Dianne Rekow, DDS, Ph.D. | Management | For | For |
| 1o. | Election of Director: Bradley T. Sheares, Ph.D. | Management | For | For |
| 2. | Proposal to approve, by non-binding vote, the 2018 | Management | For | For |
| compensation paid to the Company's Named Executive | | | |
| Officers. | | | |
| 3. | Proposal to ratify the selection of BDO USA, LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for the fiscal year ending December 28, 2019. | | | |
Page 41 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| MASTEC, INC. |
| Security | 576323109 | Meeting Type | Annual |
| Ticker Symbol | MTZ | Meeting Date | 23-May-2019 |
| ISIN | US5763231090 | Agenda | 934955937 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Robert J. Dwyer | | For | For |
| 2 | Jose S. Sorzano | | For | For |
| 3 | C. Robert Campbell | | For | For |
| 2. | Ratification of the appointment of BDO USA, LLP as our | Management | For | For |
| independent registered public accounting firm for 2019. | | | |
| 3. | Approval of a non-binding advisory resolution regarding | Management | For | For |
| the compensation of our named executive officers. | | | |
| SKECHERS U.S.A., INC. |
| Security | 830566105 | Meeting Type | Annual |
| Ticker Symbol | SKX | Meeting Date | 23-May-2019 |
| ISIN | US8305661055 | Agenda | 934976424 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Michael Greenberg | | For | For |
| 2 | David Weinberg | | For | For |
| 3 | Jeffrey Greenberg | | For | For |
| 2. | Stockholder proposal requesting the Board of Directors to | Shareholder | Against | For |
| prepare an annual report on steps that Skechers is taking | | | |
| to enhance board diversity beyond current levels. | | | |
Page 42 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| UNUM GROUP |
| Security | 91529Y106 | Meeting Type | Annual |
| Ticker Symbol | UNM | Meeting Date | 23-May-2019 |
| ISIN | US91529Y1064 | Agenda | 934982960 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Theodore H. Bunting, Jr. | Management | For | For |
| 1b. | Election of Director: Susan L. Cross | Management | For | For |
| 1c. | Election of Director: Susan D. Devore | Management | For | For |
| 1d. | Election of Director: Joseph J. Echevarria | Management | For | For |
| 1e. | Election of Director: Cynthia L. Egan | Management | For | For |
| 1f. | Election of Director: Kevin T. Kabat | Management | For | For |
| 1g. | Election of Director: Timothy F. Keaney | Management | For | For |
| 1h. | Election of Director: Gloria C. Larson | Management | For | For |
| 1i. | Election of Director: Richard P. McKenney | Management | For | For |
| 1j. | Election of Director: Ronald P. O'Hanley | Management | For | For |
| 1k. | Election of Director: Francis J. Shammo | Management | For | For |
| 2. | To approve, on an advisory basis, the compensation of | Management | For | For |
| the company's named executive officers. | | | |
| 3. | To ratify the appointment or Ernst & Young LLP as the | Management | For | For |
| company's independent registered public accounting firm | | | |
| for 2019. | | | |
| CPI CARD GROUP INC. |
| Security | 12634H200 | Meeting Type | Annual |
| Ticker Symbol | PMTS | Meeting Date | 30-May-2019 |
| ISIN | US12634H2004 | Agenda | 934995513 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Douglas Pearce | Management | For | For |
| 1.2 | Election of Director: Robert Pearce | Management | For | For |
| 1.3 | Election of Director: Nicholas Peters | Management | For | For |
| 1.4 | Election of Director: Scott Scheirman | Management | For | For |
| 1.5 | Election of Director: Bradley Seaman | Management | For | For |
| 1.6 | Election of Director: Valerie Soranno Keating | Management | For | For |
| 2. | To ratify KPMG LLP as independent registered public | Management | For | For |
| accounting firm for the year ending December 31, 2019. | | | |
Page 43 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ZIONS BANCORPORATION |
| Security | 989701107 | Meeting Type | Annual |
| Ticker Symbol | ZION | Meeting Date | 31-May-2019 |
| ISIN | US9897011071 | Agenda | 934993230 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1A. | Election of Director: Jerry C. Atkin | Management | For | For |
| 1B. | Election of Director: Gary L. Crittenden | Management | For | For |
| 1C. | Election of Director: Suren K. Gupta | Management | For | For |
| 1D. | Election of Director: J. David Heaney | Management | For | For |
| 1E. | Election of Director: Vivian S. Lee | Management | For | For |
| 1F. | Election of Director: Scott J. McLean | Management | For | For |
| 1G. | Election of Director: Edward F. Murphy | Management | For | For |
| 1H. | Election of Director: Stephen D. Quinn | Management | For | For |
| 1I. | Election of Director: Harris H. Simmons | Management | For | For |
| 1J. | Election of Director: Aaron B. Skonnard | Management | For | For |
| 1K. | Election of Director: Barbara A. Yastine | Management | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| the Independent Registered Public Accounting Firm to | | | |
| audit the Company's financial statements for the current | | | |
| fiscal year. | | | |
| 3. | Approval, on a nonbinding advisory basis, of the | Management | For | For |
| compensation paid to the Company's named executive | | | |
| officers with respect to fiscal year ended December 31, | | | |
| 2018. | | | |
| 4. | To recommend, by non-binding vote, the frequency of the | Management | 1 Year | For |
| shareholder non-binding vote to approve executive | | | |
| compensation votes. | | | |
| URBAN OUTFITTERS, INC. |
| Security | 917047102 | Meeting Type | Annual |
| Ticker Symbol | URBN | Meeting Date | 04-Jun-2019 |
| ISIN | US9170471026 | Agenda | 934988392 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Edward N. Antoian | Management | For | For |
| 1b. | Election of Director: Sukhinder Singh Cassidy | Management | For | For |
| 1c. | Election of Director: Harry S. Cherken, Jr. | Management | For | For |
| 1d. | Election of Director: Scott Galloway | Management | For | For |
| 1e. | Election of Director: Robert L. Hanson | Management | For | For |
| 1f. | Election of Director: Margaret A. Hayne | Management | For | For |
| 1g. | Election of Director: Richard A. Hayne | Management | For | For |
| 1h. | Election of Director: Elizabeth Ann Lambert | Management | For | For |
| 1i. | Election of Director: Joel S. Lawson III | Management | For | For |
| 1j. | Election of Director: Wesley McDonald | Management | For | For |
| 1k. | Election of Director: Todd R. Morgenfeld | Management | For | For |
| 2. | To ratify the appointment of Deloitte & Touche LLP as the | Management | For | For |
| Company's independent registered public accounting firm | | | |
| for Fiscal Year 2020. | | | |
| 3. | Advisory vote to approve executive compensation. | Management | For | For |
| 4. | Shareholder proposal regarding supply chain | Shareholder | Against | For |
| transparency. | | | |
Page 44 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ALLIANCE DATA SYSTEMS CORPORATION |
| Security | 018581108 | Meeting Type | Annual |
| Ticker Symbol | ADS | Meeting Date | 04-Jun-2019 |
| ISIN | US0185811082 | Agenda | 935002054 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Bruce K. Anderson | Management | For | For |
| 1.2 | Election of Director: Roger H. Ballou | Management | For | For |
| 1.3 | Election of Director: Kelly J. Barlow | Management | For | For |
| 1.4 | Election of Director: Edward J. Heffernan | Management | For | For |
| 1.5 | Election of Director: Kenneth R. Jensen | Management | For | For |
| 1.6 | Election of Director: Robert A. Minicucci | Management | For | For |
| 1.7 | Election of Director: Timothy J. Theriault | Management | For | For |
| 1.8 | Election of Director: Laurie A. Tucker | Management | For | For |
| 1.9 | Election of Director: Sharen J. Turney | Management | For | For |
| 2. | Advisory vote to approve executive compensation. | Management | For | For |
| 3. | Ratification of the selection of Deloitte & Touche LLP as | Management | For | For |
| the independent registered public accounting firm of | | | |
| Alliance Data Systems Corporation for 2019. | | | |
| DEVON ENERGY CORPORATION |
| Security | 25179M103 | Meeting Type | Annual |
| Ticker Symbol | DVN | Meeting Date | 05-Jun-2019 |
| ISIN | US25179M1036 | Agenda | 935003169 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Barbara M. Baumann | | For | For |
| 2 | John E. Bethancourt | | For | For |
| 3 | Ann G. Fox | | For | For |
| 4 | David A. Hager | | For | For |
| 5 | Robert H. Henry | | For | For |
| 6 | Michael M. Kanovsky | | For | For |
| 7 | John Krenicki Jr. | | For | For |
| 8 | Robert A. Mosbacher Jr. | | For | For |
| 9 | Duane C. Radtke | | For | For |
| 10 | Keith O. Rattie | | For | For |
| 11 | Mary P. Ricciardello | | For | For |
| 2. | Ratify the appointment of the Company's Independent | Management | For | For |
| Auditors for 2019. | | | | |
| 3. | Advisory Vote to Approve Executive Compensation. | Management | For | For |
Page 45 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| INGERSOLL-RAND PLC |
| Security | G47791101 | Meeting Type | Annual |
| Ticker Symbol | IR | Meeting Date | 06-Jun-2019 |
| ISIN | IE00B6330302 | Agenda | 935006709 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Kirk E. Arnold | Management | For | For |
| 1b. | Election of Director: Ann C. Berzin | Management | For | For |
| 1c. | Election of Director: John Bruton | Management | For | For |
| 1d. | Election of Director: Jared L. Cohon | Management | For | For |
| 1e. | Election of Director: Gary D. Forsee | Management | For | For |
| 1f. | Election of Director: Linda P. Hudson | Management | For | For |
| 1g. | Election of Director: Michael W. Lamach | Management | For | For |
| 1h. | Election of Director: Myles P. Lee | Management | For | For |
| 1i. | Election of Director: Karen B. Peetz | Management | For | For |
| 1j. | Election of Director: John P. Surma | Management | For | For |
| 1k. | Election of Director: Richard J. Swift | Management | For | For |
| 1l. | Election of Director: Tony L. White | Management | For | For |
| 2. | Advisory approval of the compensation of the Company's | Management | For | For |
| named executive officers. | | | |
| 3. | Approval of the appointment of independent auditors of | Management | For | For |
| the Company and authorization of the Audit Committee of | | | |
| the Board of Directors to set the auditors' remuneration. | | | |
| 4. | Approval of the renewal of the Directors' existing authority | Management | For | For |
| to issue shares. | | | |
| 5. | Approval of the renewal of the Directors' existing authority | Management | For | For |
| to issue shares for cash without first offering shares to | | | |
| existing shareholders. (Special Resolution) | | | |
| 6. | Determination of the price range at which the Company | Management | For | For |
| can re-allot shares that it holds as treasury shares. | | | |
| (Special Resolution) | | | |
Page 46 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| PARTY CITY HOLDCO INC. |
| Security | 702149105 | Meeting Type | Annual |
| Ticker Symbol | PRTY | Meeting Date | 06-Jun-2019 |
| ISIN | US7021491052 | Agenda | 935008258 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | Approval of the Company's Second Amended and | Management | For | For |
| Restated Certificate of Incorporation to declassify the | | | |
| Board of Directors of the Company. | | | |
| 2. | DIRECTOR | | Management | For | For |
| 1 | Todd M. Abbrecht | | For | For |
| 2 | Steven J. Collins | | For | For |
| 3 | William S. Creekmuir | | For | For |
| 4 | Douglas A. Haber | | For | For |
| 5 | James M. Harrison | | For | For |
| 6 | Lisa K. Klinger | | For | For |
| 7 | Norman S. Matthews | | For | For |
| 8 | M. Millstone-Shroff | | For | For |
| 9 | Gerald C. Rittenberg | | For | For |
| 10 | Morry J. Weiss | | For | For |
| 3a. | Election of Class I Director for a term of three years: | Management | For | For |
| Todd M. Abbrecht(If Proposal 1 is not approved) | | | |
| 3b. | Election of Class I Director for a term of three years: | Management | For | For |
| Douglas A. Haber(If Proposal 1 is not approved) | | | |
| 3c. | Election of Class I Director for a term of three years: Lisa | Management | For | For |
| K. Klinger(If Proposal 1 is not approved) | | | |
| 4. | To approve, on an advisory basis, the compensation paid | Management | Against | Against |
| by the Company to its named executive officers. | | | |
| 5. | To ratify the appointment of Ernst & Young LLP as the | Management | For | For |
| independent registered public accounting firm of the | | | |
| Company for fiscal 2019. | | | |
| ELECTRONICS FOR IMAGING, INC. |
| Security | 286082102 | Meeting Type | Annual |
| Ticker Symbol | EFII | Meeting Date | 06-Jun-2019 |
| ISIN | US2860821022 | Agenda | 935017360 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Eric Brown | | For | For |
| 2 | Janice Durbin Chaffin | | For | For |
| 3 | Gill Cogan | | For | For |
| 4 | Guy Gecht | | For | For |
| 5 | Thomas Georgens | | For | For |
| 6 | Richard A. Kashnow | | For | For |
| 7 | Dan Maydan | | For | For |
| 8 | William D. Muir, Jr. | | For | For |
| 2. | To approve a non-binding advisory proposal on executive | Management | For | For |
| compensation. | | | |
| 3. | To approve the Electronics For Imaging, Inc. 2019 Equity | Management | Against | Against |
| Incentive Plan. | | | |
| 4. | To approve the amendment and restatement of the | Management | Against | Against |
| Electronics For Imaging, Inc. Employee Stock Purchase | | | |
| Plan. | | | |
| 5. | To ratify the appointment of the Company's independent | Management | For | For |
| registered public accounting firm for the fiscal year | | | |
| ending December 31, 2019. | | | |
Page 47 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| HUDSON TECHNOLOGIES, INC. |
| Security | 444144109 | Meeting Type | Annual |
| Ticker Symbol | HDSN | Meeting Date | 11-Jun-2019 |
| ISIN | US4441441098 | Agenda | 935008955 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Vincent P. Abbatecola | | For | For |
| 2 | Brian F. Coleman | | For | For |
| 3 | Otto C. Morch | | For | For |
| 2. | To approve, by non-binding advisory vote, named | Management | Against | Against |
| executive officer compensation. | | | |
| 3. | To approve, by non-binding vote, the frequency of future | Management | 1 Year | For |
| advisory votes on the resolution approving named | | | |
| executive officer compensation. | | | |
| 4. | To ratify the appointment of BDO USA, LLP as | Management | For | For |
| independent registered public accountants for the fiscal | | | |
| year ending December 31, 2019. | | | |
| FREEPORT-MCMORAN INC. |
| Security | 35671D857 | Meeting Type | Annual |
| Ticker Symbol | FCX | Meeting Date | 12-Jun-2019 |
| ISIN | US35671D8570 | Agenda | 935006800 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1.1 | Election of Director: Richard C. Adkerson | Management | For | For |
| 1.2 | Election of Director: Gerald J. Ford | Management | For | For |
| 1.3 | Election of Director: Lydia H. Kennard | Management | For | For |
| 1.4 | Election of Director: Dustan E. McCoy | Management | For | For |
| 1.5 | Election of Director: Frances Fragos Townsend | Management | For | For |
| 2. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our independent registered public accounting firm for | | | |
| 2019. | | | |
| 3. | Approval, on an advisory basis, of the compensation of | Management | For | For |
| our named executive officers. | | | |
Page 48 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| BLACK KNIGHT, INC. |
| Security | 09215C105 | Meeting Type | Annual |
| Ticker Symbol | BKI | Meeting Date | 12-Jun-2019 |
| ISIN | US09215C1053 | Agenda | 935015417 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | David K. Hunt | | For | For |
| 2 | Ganesh B. Rao | | For | For |
| 2. | Approval of the Second Amended and Restated | Management | For | For |
| Certificate of Incorporation. | | | |
| 3. | Approval of majority voting for uncontested director | Management | For | For |
| elections. | | | |
| 4. | Approval of a non-binding advisory resolution on the | Management | For | For |
| compensation paid to our named executive officers. | | | |
| 5. | Ratification of the appointment of KPMG LLP as our | Management | For | For |
| independent registered public accounting firm for the | | | |
| 2019 fiscal year. | | | |
| FIDELITY NATIONAL FINANCIAL, INC. |
| Security | 31620R303 | Meeting Type | Annual |
| Ticker Symbol | FNF | Meeting Date | 12-Jun-2019 |
| ISIN | US31620R3030 | Agenda | 935015506 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Richard N. Massey | | For | For |
| 2 | Daniel D. Lane | | For | For |
| 3 | Cary H. Thompson | | For | For |
| 2. | Approval of a non-binding advisory resolution on the | Management | Against | Against |
| compensation paid to our named executive officers. | | | |
| 3. | Ratification of the appointment of Ernst & Young LLP as | Management | For | For |
| our independent registered public accounting firm for the | | | |
| 2019 fiscal year. | | | |
Page 49 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| NXP SEMICONDUCTORS NV. |
| Security | N6596X109 | Meeting Type | Annual |
| Ticker Symbol | NXPI | Meeting Date | 17-Jun-2019 |
| ISIN | NL0009538784 | Agenda | 935037425 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 2.C | Adoption of the 2018 statutory annual accounts | Management | For | For |
| 2.D | Granting discharge to the executive member and non- | Management | For | For |
| executive members of the Board of Directors for their | | | |
| responsibilities in the financial year 2018 | | | |
| 3.A | Proposal to re-appoint Mr. Richard L Clemmer as | Management | For | For |
| executive director | | | |
| 3.B | Proposal to re-appoint Sir Peter Bonfield as non- | Management | For | For |
| executive director | | | |
| 3.C | Proposal to re-appoint Mr. Kenneth A. Goldman as non- | Management | For | For |
| executive director | | | |
| 3.D | Proposal to re-appoint Mr. Josef Kaeser as non-executive | Management | For | For |
| director | | | |
| 3.E | Proposal to appoint Mrs. Lena Olving as non-executive | Management | For | For |
| director | | | |
| 3.F | Proposal to re-appoint Mr. Peter Smitham as non- | Management | For | For |
| executive director | | | |
| 3.G | Proposal to re-appoint Ms. Julie Southern as non- | Management | For | For |
| executive director | | | |
| 3.H | Proposal to appoint Mrs. Jasmin Staiblin as non- | Management | For | For |
| executive director | | | |
| 3.I | Proposal to re-appoint Mr. Gregory Summe as non- | Management | For | For |
| executive director | | | |
| 3.J | Proposal to appoint Mr. Karl-Henrik Sundström as non- | Management | For | For |
| executive director | | | |
| 4.A | Authorization of the Board of Directors to issue shares or | Management | For | For |
| grant rights to acquire shares | | | |
| 4.B | Authorization of the Board of Directors to restrict or | Management | For | For |
| exclude pre-emption rights | | | |
| 5. | Approval of the NXP 2019 omnibus incentive plan (the | Management | Against | Against |
| "Plan") and approval of the number of shares and rights | | | |
| to acquire shares for award under the Plan | | | |
| 6. | Authorization of the Board of Directors to repurchase | Management | For | For |
| shares in the Company's capital | | | |
| 7. | Authorization of the Board of Directors to cancel ordinary | Management | For | For |
| shares held or to be acquired by the Company | | | |
| 8. | Proposal to re-appoint KPMG Accountants N.V. as the | Management | For | For |
| Company's external auditor for fiscal year 2019 | | | |
| MIMEDX GROUP, INC |
| Security | 602496101 | Meeting Type | Contested-Annual |
| Ticker Symbol | MDXG | Meeting Date | 17-Jun-2019 |
| ISIN | US6024961012 | Agenda | 935044014 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | M. Kathleen B. Wilsey | | For | For |
| 2 | K. Todd Newton | | For | For |
| 3 | Timothy R. Wright | | For | For |
| 2. | If properly presented at the Annual Meeting, to amend | Management | Against | For |
| the Amended and Restated Bylaws of the Company (the | | | |
| "Bylaws") to require the Board to hold a meeting on | | | |
| August 19, 2019 for the election of three Class III | | | |
| directors. | | | |
| 3. | If properly presented at the Annual Meeting, to repeal any | Management | Against | For |
| amendments to the Bylaws adopted by the Board | | | |
| subsequent to October 3, 2018 and prior to August 19, | | | |
| 2019. | | | |
Page 50 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| ACTIVISION BLIZZARD, INC. |
| Security | 00507V109 | Meeting Type | Annual |
| Ticker Symbol | ATVI | Meeting Date | 20-Jun-2019 |
| ISIN | US00507V1098 | Agenda | 935013893 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Reveta Bowers | Management | For | For |
| 1b. | Election of Director: Robert Corti | Management | For | For |
| 1c. | Election of Director: Hendrik Hartong III | Management | For | For |
| 1d. | Election of Director: Brian Kelly | Management | For | For |
| 1e. | Election of Director: Robert Kotick | Management | For | For |
| 1f. | Election of Director: Barry Meyer | Management | For | For |
| 1g. | Election of Director: Robert Morgado | Management | For | For |
| 1h. | Election of Director: Peter Nolan | Management | For | For |
| 1i. | Election of Director: Casey Wasserman | Management | For | For |
| 1j. | Election of Director: Elaine Wynn | Management | For | For |
| 2. | To provide advisory approval of our executive | Management | For | For |
| compensation. | | | |
| 3. | To ratify the appointment of PricewaterhouseCoopers | Management | For | For |
| LLP as our independent registered public accounting firm | | | |
| for 2019. | | | |
| PURE STORAGE, INC. |
| Security | 74624M102 | Meeting Type | Annual |
| Ticker Symbol | PSTG | Meeting Date | 20-Jun-2019 |
| ISIN | US74624M1027 | Agenda | 935020886 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | Management | | |
| 1 | Charles Giancarlo | | For | For |
| 2 | Scott Dietzen | | For | For |
| 3 | John Colgrove | | For | For |
| 2. | Ratification of the selection of Deloitte & Touche LLP as | Management | For | For |
| our independent registered public accounting firm for our | | | |
| fiscal year ending January 31, 2020. | | | |
| 3. | Approval of an amendment of our 2015 Employee Stock | Management | For | For |
| Purchase Plan to increase the number of shares | | | |
| available for issuance by 5,000,000 shares. | | | |
| 4. | An advisory vote on our named executive officer | Management | For | For |
| compensation. | | | |
Page 51 of 52
Thompson MidCap Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| XENCOR INC |
| Security | 98401F105 | Meeting Type | Annual |
| Ticker Symbol | XNCR | Meeting Date | 26-Jun-2019 |
| ISIN | US98401F1057 | Agenda | 935021826 - Management |
| Item | Proposal | | Proposed | Vote | For/Against |
| | | by | | Management |
| 1. | DIRECTOR | | Management | | |
| 1 | Dr. Kevin C. Gorman | | For | For |
| 2 | Dr. A Bruce Montgomery | | For | For |
| 3 | Dr. Bassil I. Dahiyat | | For | For |
| 4 | Mr. Kurt Gustafson | | For | For |
| 5 | Mr. Yujiro S. Hata | | For | For |
| 6 | Mr. Richard Ranieri | | For | For |
| 7 | Dr. Ellen G. Feigal | | For | For |
| 2. | Proposal to ratify RSM US LLP as the independent public | Management | For | For |
| accounting firm for 2019 | | | |
| 3. | Proposal to approve, on an advisory basis, the | Management | Against | Against |
| compensation of the Company's named executive | | | |
| officers as disclosed in the proxy materials | | | |
| MARVELL TECHNOLOGY GROUP LTD. |
| Security | G5876H105 | Meeting Type | Annual |
| Ticker Symbol | MRVL | Meeting Date | 28-Jun-2019 |
| ISIN | BMG5876H1051 | Agenda | 935030306 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1a. | Election of Director: Tudor Brown | Management | For | For |
| 1b. | Election of Director: Brad Buss | Management | For | For |
| 1c. | Election of Director: Edward H. Frank | Management | For | For |
| 1d. | Election of Director: Richard S. Hill | Management | For | For |
| 1e. | Election of Director: Oleg Khaykin | Management | For | For |
| 1f. | Election of Director: Bethany Mayer | Management | For | For |
| 1g. | Election of Director: Donna Morris | Management | For | For |
| 1h. | Election of Director: Matthew J. Murphy | Management | For | For |
| 1i. | Election of Director: Michael Strachan | Management | For | For |
| 1j. | Election of Director: Robert E. Switz | Management | For | For |
| 2. | An advisory (non-binding) vote to approve compensation | Management | For | For |
| of our named executive officers. | | | |
| 3. | The appointment of Deloitte & Touche LLP as our | Management | For | For |
| auditors and independent registered accounting firm, and | | | |
| authorization of the audit committee, acting on behalf of | | | |
| our board of directors, to fix the remuneration of the | | | |
| auditors and independent registered accounting firm, in | | | |
| both cases for the fiscal year ending February 1, 2020. | | | |
Page 52 of 52
Thompson Bond Fund
Proxy Voting Record for Period 07/01/2018 to 06/30/2019
| GOVERNMENT DEVELOPMENT BANK FOR PR (GDB) |
| Security | 745177EX9 | Meeting Type | Consent |
| Ticker Symbol | | Meeting Date | 12-Sep-2018 |
| ISIN | US745177EX95 | Agenda | 934868502 - Management |
| Item | Proposal | Proposed | Vote | For/Against |
| | by | | Management |
| 1. | VOTE ON THE QUALIFYING MODIFICATION (FOR | Management | Abstain | N/A |
| =APPROVE, AGAINST = REJECT)(ABSTAIN VOTES | | | |
| DO NOT COUNT) | | | |
| 2. | THE UNDERSIGNED IS AN ELIGIBLE VOTER | Management | Abstain | N/A |
| HOLDING GDB BOND CLAIMS AND EITHER HAS | | | |
| VOTED TO REJECT THE QUALIFYING MODIFICATION | | | |
| OR DID NOT VOTE TO APPROVE OR REJECT THE | | | |
| QUALIFYING MODIFICATION AND ELECTS NOT TO | | | |
| GRANT THE RELEASES IN 'THE RELEASES' | | | |
| SECTION OF THE SOLICITATION STATEMENT. (FOR | | | |
| = OPT OUT, AGAINST OR ABSTAIN = DO NOT OPT | | | |
| | OUT). | | | |
Page 1 of 1
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.
| THOMPSON IM FUNDS, INC. |
| |
| By: | /s/ Jason L. Stephens |
| Jason L. Stephens, Chief Executive Officer |
| |
| Date: August 23, 2019 |
