UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
| Investment Company Act file number: 811-05669 | ||
| FIFTH THIRD FUNDS | ||
| (Exact name of registrant as specified in charter) | ||
| 38 Fountain Square Plaza | ||
| Cincinnati, Ohio 45263 | ||
| (Address of principal executive offices)(Zip code) | ||
| (Name and Address of Agent for | Copy to: |
| Service) | |
| E. Keith Wirtz | David A. Sturms |
| President | Vedder Price P.C. |
| Fifth Third Funds | 222 North LaSalle Street |
| 38 Fountain Square Plaza | Chicago, IL 60601-1003 |
| Cincinnati, Ohio 45263 |
Registrant’s telephone number, including area code: (800) 282-5706
Date of fiscal year end: July 31
Date of reporting period: July 1, 2012 through September 10, 2012
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-05669
Reporting Period: 07/01/2012 - 09/10/2012
Fifth Third Funds
======================== Fifth Third All Cap Value Fund ========================
DELL INC.
| Ticker: | DELL | Security ID: | 24702R101 | |
| Meeting Date: | JUL 13, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director James W. Breyer | For | For | Management | ||||
| 2 | Elect Director Donald J. Carty | For | For | Management | ||||
| 3 | Elect Director Janet F. Clark | For | For | Management | ||||
| 4 | Elect Director Laura Conigliaro | For | For | Management | ||||
| 5 | Elect Director Michael S. Dell | For | For | Management | ||||
| 6 | Elect Director Kenneth M. Duberstein | For | For | Management | ||||
| 7 | Elect Director William H. Gray, III | For | For | Management | ||||
| 8 | Elect Director Gerard J. Kleisterlee | For | For | Management | ||||
| 9 | Elect Director Klaus S. Luft | For | For | Management | ||||
| 10 | Elect Director Alex J. Mandl | For | For | Management | ||||
| 11 | Elect Director Shantanu Narayen | For | For | Management | ||||
| 12 | Elect Director H. Ross Perot, Jr. | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 15 | Approve Omnibus Stock Plan | For | For | Management | ||||
SPARTAN STORES, INC.
| Ticker: | SPTN | Security ID: | 846822104 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director M. Shan Atkins | For | For | Management | ||||
| 1.2 | Elect Director Wendy A. Beck | For | For | Management | ||||
| 1.3 | Elect Director Frank M. Gambino | For | For | Management | ||||
| 1.4 | Elect Director Yvonne R. Jackson | For | For | Management | ||||
| 1.5 | Elect Director Elizabeth A. Nickels | For | For | Management | ||||
| 1.6 | Elect Director Timothy J. O’Donovan | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
================= Fifth Third Disciplined Large Cap Value Fund =================
DELL INC.
| Ticker: | DELL | Security ID: | 24702R101 | |
| Meeting Date: | JUL 13, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director James W. Breyer | For | For | Management | ||||
| 2 | Elect Director Donald J. Carty | For | For | Management | ||||
| 3 | Elect Director Janet F. Clark | For | For | Management | ||||
| 4 | Elect Director Laura Conigliaro | For | For | Management | ||||
| 5 | Elect Director Michael S. Dell | For | For | Management | ||||
| 6 | Elect Director Kenneth M. Duberstein | For | For | Management | ||||
| 7 | Elect Director William H. Gray, III | For | For | Management | ||||
| 8 | Elect Director Gerard J. Kleisterlee | For | For | Management | ||||
| 9 | Elect Director Klaus S. Luft | For | For | Management | ||||
| 10 | Elect Director Alex J. Mandl | For | For | Management | ||||
| 11 | Elect Director Shantanu Narayen | For | For | Management | ||||
| 12 | Elect Director H. Ross Perot, Jr. | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 15 | Approve Omnibus Stock Plan | For | For | Management | ||||
======================= Fifth Third Dividend Growth Fund =======================
AIRGAS, INC.
| Ticker: | ARG | Security ID: | 009363102 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director James W. Hovey | For | For | Management | ||||
| 1.2 | Elect Director Michael L. Molinini | For | For | Management | ||||
| 1.3 | Elect Director Paula A. Sneed | For | For | Management | ||||
| 1.4 | Elect Director David M. Stout | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Declassify the Board of Directors | Against | For | Shareholder | ||||
H. J. HEINZ COMPANY
| Ticker: | HNZ | Security ID: | 423074103 | |
| Meeting Date: | AUG 28, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 19, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director W.R. Johnson | For | For | Management | ||||
| 2 | Elect Director C.E. Bunch | For | For | Management | ||||
| 3 | Elect Director L.S. Coleman, Jr. | For | For | Management | ||||
| 4 | Elect Director J.G. Drosdick | For | For | Management | ||||
| 5 | Elect Director E.E. Holiday | For | For | Management | ||||
| 6 | Elect Director C. Kendle | For | For | Management | ||||
| 7 | Elect Director D.R. O’Hare | For | For | Management | ||||
| 8 | Elect Director N. Peltz | For | For | Management | ||||
| 9 | Elect Director D.H. Reilley | For | For | Management | ||||
| 10 | Elect Director L.C. Swann | For | For | Management | ||||
| 11 | Elect Director T.J. Usher | For | For | Management | ||||
| 12 | Elect Director M.F. Weinstein | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 15 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 16 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
THE COCA-COLA COMPANY
| Ticker: | KO | Security ID: | 191216100 | |
| Meeting Date: | JUL 10, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 21, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Stock Split | For | For | Management | ||||
======================== Fifth Third Equity Index Fund =========================
AIRGAS, INC.
| Ticker: | ARG | Security ID: | 009363102 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director James W. Hovey | For | For | Management | ||||
| 1.2 | Elect Director Michael L. Molinini | For | For | Management | ||||
| 1.3 | Elect Director Paula A. Sneed | For | For | Management | ||||
| 1.4 | Elect Director David M. Stout | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Declassify the Board of Directors | Against | For | Shareholder | ||||
BMC SOFTWARE, INC.
| Ticker: | BMC | Security ID: | 055921100 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Proxy Contest | |
| Record Date: | JUN 04, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| Management Proxy (White Card) | None | |||||||
| 1 | Elect Director Robert E. Beauchamp | For | For | Management | ||||
| 2 | Elect Director Jon E. Barfield | For | For | Management | ||||
| 3 | Elect Director Gary L. Bloom | For | For | Management | ||||
| 4 | Elect Director John M. Dillon | For | For | Management | ||||
| 5 | Elect Director Meldon K. Gafner | For | For | Management | ||||
| 6 | Elect Director Mark J. Hawkins | For | For | Management | ||||
| 7 | Elect Director Stephan A. James | For | For | Management | ||||
| 8 | Elect Director P. Thomas Jenkins | For | For | Management | ||||
| 9 | Elect Director Louis J. Lavigne, Jr. | For | For | Management | ||||
| 10 | Elect Director Kathleen A. O’Neil | For | For | Management | ||||
| 11 | Elect Director Carl James Schaper | For | For | Management | ||||
| 12 | Elect Director Tom C. Tinsley | For | For | Management | ||||
| 13 | Approve Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 14 | Ratify Auditors | For | For | Management | ||||
| 15 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| # | Proposal | Diss Rec | Vote Cast | Sponsor | ||||
| Dissident Proxy (Green Card) | None | |||||||
| 1.1 | Elect Director Carl James Schaper | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.2 | Elect Director Thomas E. Hogan | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.3 | Elect Director John M. Dillon | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.4 | Elect Director Andreas W. Mattes | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.5 | Management Nominee - Robert E. | Do Not | Did Not Vote | Shareholder | ||||
| Beauchamp | Vote | |||||||
| 1.6 | Management Nominee - Gary L. Bloom | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.7 | Management Nominee - Mark J. Hawkins | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.8 | Management Nominee - Stephan A. James | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.9 | Management Nominee - P. Thomas Jenkins | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.10 | Management Nominee - Louis J. Lavigne, | Do Not | Did Not Vote | Shareholder | ||||
| Jr. | Vote | |||||||
| 2 | Approve Qualified Employee Stock | Do Not | Did Not Vote | Management | ||||
| Purchase Plan | Vote | |||||||
| 3 | Ratify Auditors | Do Not | Did Not Vote | Management | ||||
| Vote | ||||||||
| 4 | Advisory Vote to Ratify Named | Do Not | Did Not Vote | Management | ||||
| Executive Officers’ Compensation | Vote | |||||||
| 5 | Repeal Any Bylaws Amendments Adopted | Do Not | Did Not Vote | Shareholder | ||||
| after November 10, 2010 | Vote | |||||||
BROWN-FORMAN CORPORATION
| Ticker: | BF.A | Security ID: | 115637209 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Increase Authorized Common Stock | For | Against | Management | ||||
CA, INC.
| Ticker: | CA | Security ID: | 12673P105 | |
| Meeting Date: | AUG 01, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 05, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Jens Alder | For | For | Management | ||||
| 2 | Elect Director Raymond J. Bromark | For | For | Management | ||||
| 3 | Elect Director Gary J. Fernandes | For | For | Management | ||||
| 4 | Elect Director Rohit Kapoor | For | For | Management | ||||
| 5 | Elect Director Kay Koplovitz | For | For | Management | ||||
| 6 | Elect Director Christopher B. Lofgren | For | For | Management | ||||
| 7 | Elect Director William E. McCracken | For | For | Management | ||||
| 8 | Elect Director Richard Sulpizio | For | For | Management | ||||
| 9 | Elect Director Laura S. Unger | For | For | Management | ||||
| 10 | Elect Director Arthur F. Weinbach | For | For | Management | ||||
| 11 | Elect Director Renato (Ron) Zambonini | For | For | Management | ||||
| 12 | Ratify Auditors | For | For | Management | ||||
| 13 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 14 | Approve Outside Director Stock Awards | For | For | Management | ||||
| in Lieu of Cash | ||||||||
COMPUTER SCIENCES CORPORATION
| Ticker: | CSC | Security ID: | 205363104 | |
| Meeting Date: | AUG 07, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 11, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Irving W. Bailey, II | For | For | Management | ||||
| 2 | Elect Director David J. Barram | For | For | Management | ||||
| 3 | Elect Director Stephen L. Baum | For | For | Management | ||||
| 4 | Elect Director Erik Brynjolfsson | For | For | Management | ||||
| 5 | Elect Director Rodney F. Chase | For | For | Management | ||||
| 6 | Elect Director Judith R. Haberkorn | For | For | Management | ||||
| 7 | Elect Director J. Michael Lawrie | For | For | Management | ||||
| 8 | Elect Director Chong Sup Park | For | For | Management | ||||
| 9 | Elect Director Lawrence A. Zimmerman | For | For | Management | ||||
| 10 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 11 | Ratify Auditors | For | For | Management | ||||
CONSTELLATION BRANDS, INC.
| Ticker: | STZ | Security ID: | 21036P108 | |
| Meeting Date: | JUL 27, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Barry A. Fromberg | For | For | Management | ||||
| 1.2 | Elect Director Jeananne K. Hauswald | For | For | Management | ||||
| 1.3 | Elect Director Paul L. Smith | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Amend Executive Incentive Bonus Plan | For | For | Management | ||||
| 5 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 6 | Approve Recapitalization Plan for all | Against | For | Shareholder | ||||
| Stock to have One-vote per Share | ||||||||
| 7 | Adopt Multiple Performance Metrics | Against | For | Shareholder | ||||
| Under Executive Incentive Plans | ||||||||
DELL INC.
| Ticker: | DELL | Security ID: | 24702R101 | |
| Meeting Date: | JUL 13, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director James W. Breyer | For | For | Management | ||||
| 2 | Elect Director Donald J. Carty | For | For | Management | ||||
| 3 | Elect Director Janet F. Clark | For | For | Management | ||||
| 4 | Elect Director Laura Conigliaro | For | For | Management | ||||
| 5 | Elect Director Michael S. Dell | For | For | Management | ||||
| 6 | Elect Director Kenneth M. Duberstein | For | For | Management | ||||
| 7 | Elect Director William H. Gray, III | For | For | Management | ||||
| 8 | Elect Director Gerard J. Kleisterlee | For | For | Management | ||||
| 9 | Elect Director Klaus S. Luft | For | For | Management | ||||
| 10 | Elect Director Alex J. Mandl | For | For | Management | ||||
| 11 | Elect Director Shantanu Narayen | For | For | Management | ||||
| 12 | Elect Director H. Ross Perot, Jr. | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 15 | Approve Omnibus Stock Plan | For | For | Management | ||||
ELECTRONIC ARTS INC.
| Ticker: | EA | Security ID: | 285512109 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 04, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Leonard S. Coleman | For | For | Management | ||||
| 2 | Elect Director Jay C. Hoag | For | For | Management | ||||
| 3 | Elect Director Jeffrey T. Huber | For | For | Management | ||||
| 4 | Elect Director Geraldine B. Laybourne | For | For | Management | ||||
| 5 | Elect Director Gregory B. Maffei | For | Against | Management | ||||
| 6 | Elect Director Vivek Paul | For | For | Management | ||||
| 7 | Elect Director Lawrence F. Probst, III | For | For | Management | ||||
| 8 | Elect Director John S. Riccitiello | For | For | Management | ||||
| 9 | Elect Director Richard A. Simonson | For | For | Management | ||||
| 10 | Elect Director Luis A. Ubinas | For | For | Management | ||||
| 11 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 12 | Approve Executive Incentive Bonus Plan | For | For | Management | ||||
| 13 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 14 | Ratify Auditors | For | For | Management | ||||
FOREST LABORATORIES, INC.
| Ticker: | FRX | Security ID: | 345838106 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Proxy Contest | |
| Record Date: | JUN 25, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| Management Proposals (White Card) | None | |||||||
| 1.1 | Elect Director Howard Solomon | For | Did Not Vote | Management | ||||
| 1.2 | Elect Director Nesli Basgoz | For | Did Not Vote | Management | ||||
| 1.3 | Elect Director Christopher J. Coughlin | For | Did Not Vote | Management | ||||
| 1.4 | Elect Director Dan L. Goldwasser | For | Did Not Vote | Management | ||||
| 1.5 | Elect Director Kenneth E. Goodman | For | Did Not Vote | Management | ||||
| 1.6 | Elect Director Gerald M. Lieberman | For | Did Not Vote | Management | ||||
| 1.7 | Elect Director Lawrence S. Olanoff | For | Did Not Vote | Management | ||||
| 1.8 | Elect Director Lester B. Salans | For | Did Not Vote | Management | ||||
| 1.9 | Elect Director Brenton L. Saunders | For | Did Not Vote | Management | ||||
| 1.10 | Elect Director Peter J. Zimetbaum | For | Did Not Vote | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | Did Not Vote | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | Did Not Vote | Management | ||||
| 4 | Adopt Proxy Access Right | Against | Did Not Vote | Shareholder | ||||
| 5 | Repeal Any Bylaws Amendments | Against | Did Not Vote | Shareholder | ||||
| Implemented on or after June 18, 2012 | ||||||||
| # | Proposal | Diss Rec | Vote Cast | Sponsor | ||||
| Dissident Proxy (Gold Card) | None | |||||||
| 1.1 | Elect Director Eric J. Ende | For | Withhold | Shareholder | ||||
| 1.2 | Elect Director Pierre Legault | For | For | Shareholder | ||||
| 1.3 | Elect Director Andrew J. Fromkin | For | Withhold | Shareholder | ||||
| 1.4 | Elect Director Daniel A. Ninivaggi | For | For | Shareholder | ||||
| 1.5 | Management Nominee - Howard Solomon | For | For | Shareholder | ||||
| 1.6 | Management Nominee - Nesli Basgoz | For | For | Shareholder | ||||
| 1.7 | Management Nominee - Christopher J. | For | For | Shareholder | ||||
| Coughlin | ||||||||
| 1.8 | Management Nominee - Gerald M. | For | For | Shareholder | ||||
| Lieberman | ||||||||
| 1.9 | Management Nominee - Brenton L. | For | For | Shareholder | ||||
| Saunders | ||||||||
| 1.10 | Management Nominee - Peter J. Zimetbaum | For | For | Shareholder | ||||
| 2 | Advisory Vote to Ratify Named | Against | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Adopt Proxy Access Right | Abstain | Against | Shareholder | ||||
| 5 | Repeal Any Bylaws Amendments | For | For | Shareholder | ||||
| Implemented on or after June 18, 2012 | ||||||||
H. J. HEINZ COMPANY
| Ticker: | HNZ | Security ID: | 423074103 | |
| Meeting Date: | AUG 28, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 19, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director W.R. Johnson | For | For | Management | ||||
| 2 | Elect Director C.E. Bunch | For | For | Management | ||||
| 3 | Elect Director L.S. Coleman, Jr. | For | For | Management | ||||
| 4 | Elect Director J.G. Drosdick | For | For | Management | ||||
| 5 | Elect Director E.E. Holiday | For | For | Management | ||||
| 6 | Elect Director C. Kendle | For | For | Management | ||||
| 7 | Elect Director D.R. O’Hare | For | For | Management | ||||
| 8 | Elect Director N. Peltz | For | For | Management | ||||
| 9 | Elect Director D.H. Reilley | For | For | Management | ||||
| 10 | Elect Director L.C. Swann | For | For | Management | ||||
| 11 | Elect Director T.J. Usher | For | For | Management | ||||
| 12 | Elect Director M.F. Weinstein | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 15 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 16 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
LEGG MASON, INC.
| Ticker: | LM | Security ID: | 524901105 | |
| Meeting Date: | JUL 24, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 24, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Robert E. Angelica | For | For | Management | ||||
| 1.2 | Elect Director Barry W. Huff | For | For | Management | ||||
| 1.3 | Elect Director John E. Koerner, III | For | For | Management | ||||
| 1.4 | Elect Director Cheryl Gordon Krongard | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
MCKESSON CORPORATION
| Ticker: | MCK | Security ID: | 58155Q103 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 31, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Andy D. Bryant | For | For | Management | ||||
| 2 | Elect Director Wayne A. Budd | For | For | Management | ||||
| 3 | Elect Director John H. Hammergren | For | For | Management | ||||
| 4 | Elect Director Alton F. Irby, III | For | For | Management | ||||
| 5 | Elect Director M. Christine Jacobs | For | For | Management | ||||
| 6 | Elect Director Marie L. Knowles | For | For | Management | ||||
| 7 | Elect Director David M. Lawrence | For | For | Management | ||||
| 8 | Elect Director Edward A. Mueller | For | For | Management | ||||
| 9 | Elect Director Jane E. Shaw | For | For | Management | ||||
| 10 | Ratify Auditors | For | For | Management | ||||
| 11 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 12 | Provide Right to Act by Written Consent | Against | For | Shareholder | ||||
| 13 | Require Independent Board Chairman | Against | For | Shareholder | ||||
| 14 | Stock Retention | Against | For | Shareholder | ||||
| 15 | Pro-rata Vesting of Equity Awards | Against | For | Shareholder | ||||
MEDTRONIC, INC.
| Ticker: | MDT | Security ID: | 585055106 | |
| Meeting Date: | AUG 23, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 25, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Richard H. Anderson | For | For | Management | ||||
| 1.2 | Elect Director Victor J. Dzau | For | For | Management | ||||
| 1.3 | Elect Director Omar Ishrak | For | For | Management | ||||
| 1.4 | Elect Director Shirley Ann Jackson | For | For | Management | ||||
| 1.5 | Elect Director Michael O. Leavitt | For | For | Management | ||||
| 1.6 | Elect Director James T. Lenehan | For | For | Management | ||||
| 1.7 | Elect Director Denise M. O’Leary | For | For | Management | ||||
| 1.8 | Elect Director Kendall J. Powell | For | For | Management | ||||
| 1.9 | Elect Director Robert C. Pozen | For | For | Management | ||||
| 1.10 | Elect Director Jack W. Schuler | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Adopt Majority Voting for Uncontested | For | For | Management | ||||
| Election of Directors | ||||||||
| 5 | Adopt Proxy Access Right | Against | Against | Shareholder | ||||
| 6 | Reduce Supermajority Vote Requirement | Against | For | Shareholder | ||||
MICROCHIP TECHNOLOGY INCORPORATED
| Ticker: | MCHP | Security ID: | 595017104 | |
| Meeting Date: | AUG 17, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 22, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Steve Sanghi | For | For | Management | ||||
| 1.2 | Elect Director Albert J. Hugo-Martinez | For | For | Management | ||||
| 1.3 | Elect Director L.B. Day | For | For | Management | ||||
| 1.4 | Elect Director Matthew W. Chapman | For | For | Management | ||||
| 1.5 | Elect Director Wade F. Meyercord | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Approve Conversion of Securities | For | For | Management | ||||
| 4 | Ratify Auditors | For | For | Management | ||||
| 5 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
NETAPP, INC.
| Ticker: | NTAP | Security ID: | 64110D104 | |
| Meeting Date: | AUG 31, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 11, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Daniel J. Warmenhoven | For | For | Management | ||||
| 1.2 | Elect Director Nicholas G. Moore | For | For | Management | ||||
| 1.3 | Elect Director Thomas Georgens | For | For | Management | ||||
| 1.4 | Elect Director Jeffry R. Allen | For | For | Management | ||||
| 1.5 | Elect Director Alan L. Earhart | For | For | Management | ||||
| 1.6 | Elect Director Gerald Held | For | For | Management | ||||
| 1.7 | Elect Director T. Michael Nevens | For | For | Management | ||||
| 1.8 | Elect Director George T. Shaheen | For | For | Management | ||||
| 1.9 | Elect Director Robert T. Wall | For | For | Management | ||||
| 1.10 | Elect Director Richard P. Wallace | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Amend Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Ratify Auditors | For | For | Management | ||||
| 6 | Reduce Supermajority Vote Requirement | None | For | Shareholder | ||||
PATTERSON COMPANIES, INC.
| Ticker: | PDCO | Security ID: | 703395103 | |
| Meeting Date: | SEP 10, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 13, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Scott P. Anderson | For | For | Management | ||||
| 1.2 | Elect Director Ellen A. Rudnick | For | For | Management | ||||
| 1.3 | Elect Director Harold C. Slavkin | For | For | Management | ||||
| 1.4 | Elect Director James W. Wiltz | For | For | Management | ||||
| 1.5 | Elect Director Jody H. Feragen | For | For | Management | ||||
| 2 | Declassify the Board of Directors | For | For | Management | ||||
| 3 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 4 | Amend Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 5 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 6 | Ratify Auditors | For | For | Management | ||||
| 7 | Restore or Provide for Cumulative | Against | For | Shareholder | ||||
| Voting | ||||||||
PRECISION CASTPARTS CORP.
| Ticker: | PCP | Security ID: | 740189105 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 12, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Mark Donegan | For | For | Management | ||||
| 1.2 | Elect Director Vernon E. Oechsle | For | For | Management | ||||
| 1.3 | Elect Director Ulrich Schmidt | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Amend Executive Incentive Bonus Plan | For | For | Management | ||||
RALPH LAUREN CORPORATION
| Ticker: | RL | Security ID: | 751212101 | |
| Meeting Date: | AUG 09, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 21, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Frank A. Bennack, Jr. | For | For | Management | ||||
| 1.2 | Elect Director Joel L. Fleishman | For | For | Management | ||||
| 1.3 | Elect Director Steven P. Murphy | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Approve Executive Incentive Bonus Plan | For | For | Management | ||||
RED HAT, INC.
| Ticker: | RHT | Security ID: | 756577102 | |
| Meeting Date: | AUG 09, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 15, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Marye Anne Fox | For | For | Management | ||||
| 2 | Elect Director Donald H. Livingstone | For | For | Management | ||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 6 | Declassify the Board of Directors | Against | For | Shareholder | ||||
ROWAN COMPANIES PLC
| Ticker: | RDC | Security ID: | G7665A101 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 04, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Re-elect Thomas R. Hix as Director | For | For | Management | ||||
| 2 | Re-elect Suzanne P. Nimocks as Director | For | For | Management | ||||
| 3 | Re-elect P. Dexter Peacock as Director | For | For | Management | ||||
| 4 | Appoint Deloitte & Touche LLP as U.S. | For | For | Management | ||||
| Auditors | ||||||||
| 5 | Appoint Deloitte & Touche UK LLP as U. | For | For | Management | ||||
| K. Auditors | ||||||||
| 6 | Authorize Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 7 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
TE CONNECTIVITY LTD.
| Ticker: | TEL | Security ID: | H84989104 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Special | |
| Record Date: | JUL 05, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Reallocation of Legal Reserves | For | For | Management | ||||
| to Free Reserves | ||||||||
| 2 | Adjourn Meeting | For | For | Management | ||||
THE COCA-COLA COMPANY
| Ticker: | KO | Security ID: | 191216100 | |
| Meeting Date: | JUL 10, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 21, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Stock Split | For | For | Management | ||||
THE J. M. SMUCKER COMPANY
| Ticker: | SJM | Security ID: | 832696405 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Paul J. Dolan | For | For | Management | ||||
| 2 | Elect Director Nancy Lopez Knight | For | For | Management | ||||
| 3 | Elect Director Gary A. Oatey | For | For | Management | ||||
| 4 | Elect Director Alex Shumate | For | For | Management | ||||
| 5 | Elect Director Timothy P. Smucker | For | For | Management | ||||
| 6 | Ratify Auditors | For | For | Management | ||||
| 7 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 8 | Declassify the Board of Directors | Against | For | Shareholder | ||||
| 9 | Prepare Coffee Sustainability Plan | Against | Against | Shareholder | ||||
XILINX, INC.
| Ticker: | XLNX | Security ID: | 983919101 | |
| Meeting Date: | AUG 08, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 11, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Philip T. Gianos | For | For | Management | ||||
| 2 | Elect Director Moshe N. Gavrielov | For | For | Management | ||||
| 3 | Elect Director John L. Doyle | For | For | Management | ||||
| 4 | Elect Director Jerald G. Fishman | For | For | Management | ||||
| 5 | Elect Director William G. Howard, Jr. | For | For | Management | ||||
| 6 | Elect Director J. Michael Patterson | For | For | Management | ||||
| 7 | Elect Director Albert A. Pimentel | For | For | Management | ||||
| 8 | Elect Director Marshall C. Turner | For | For | Management | ||||
| 9 | Elect Director Elizabeth W. Vanderslice | For | For | Management | ||||
| 10 | Amend Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 11 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 12 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 13 | Ratify Auditors | For | For | Management | ||||
YAHOO! INC.
| Ticker: | YHOO | Security ID: | 984332106 | |
| Meeting Date: | JUL 12, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 17, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Alfred J. Amoroso | For | For | Management | ||||
| 2 | Elect Director John D. Hayes | For | For | Management | ||||
| 3 | Elect Director Susan M. James | For | For | Management | ||||
| 4 | Elect Director David W. Kenny | For | For | Management | ||||
| 5 | Elect Director Peter Liguori | For | For | Management | ||||
| 6 | Elect Director Daniel S. Loeb | For | For | Management | ||||
| 7 | Elect Director Thomas J. McInerney | For | For | Management | ||||
| 8 | Elect Director Brad D. Smith | For | For | Management | ||||
| 9 | Elect Director Maynard G. Webb, Jr. | For | For | Management | ||||
| 10 | Elect Director Harry J. Wilson | For | For | Management | ||||
| 11 | Elect Director Michael J. Wolf | For | For | Management | ||||
| 12 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 13 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 14 | Amend Non-Employee Director Omnibus | For | For | Management | ||||
| Stock Plan | ||||||||
| 15 | Ratify Auditors | For | For | Management | ||||
======================= Fifth Third High Yield Bond Fund =======================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
============ Fifth Third Institutional Government Money Market Fund ============
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
================= Fifth Third Institutional Money Market Fund ==================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
==================== Fifth Third International Equity Fund ====================
ASML HOLDING NV
| Ticker: | ASML | Security ID: | N07059178 | |
| Meeting Date: | SEP 07, 2012 | Meeting Type: | Special | |
| Record Date: | AUG 10, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Open Meeting | None | None | Management | ||||
| 2 | Receive Announcements Re: Customer | None | None | Management | ||||
| Co-Investment Program | ||||||||
| 3a | Grant Board Authority to Issue Shares | For | For | Management | ||||
| Up To 25 Percent of Issued Capital Re: | ||||||||
| Customer Co-Investment Program | ||||||||
| 3b | Authorize Board to Exclude Preemptive | For | For | Management | ||||
| Rights from Issuance under Item 3a | ||||||||
| 4a | Amend Articles to Create New Share | For | For | Management | ||||
| Class: Ordinary Shares M | ||||||||
| 4b | Increase Par Value per Ordinary Share | For | For | Management | ||||
| 4c | Approve Reduction in Share Capital by | For | For | Management | ||||
| Decreasing Nominal Value per Share | ||||||||
| 4d | Amend Articles Re: Consolidation of | For | For | Management | ||||
| Ordinary Shares A at an Exchange Ratio | ||||||||
| 4e | Amend Articles to Eliminate Two | For | For | Management | ||||
| Ordinary Share Classes A and M and | ||||||||
| Convert into One Ordinary Share Class | ||||||||
| 5 | Authorize each Director and any Lawyer | For | For | Management | ||||
| and Paralegals from De Brauw | ||||||||
| Blackstone Westbroek NV to Execute the | ||||||||
| Notarial Deeds of Amendments | ||||||||
| 6a | Grant Board Authority to Issue Shares | For | For | Management | ||||
| Up To 5 Percent of Issued Capital and | ||||||||
| Restricting/Excluding Preemptive Rights | ||||||||
| 6b | Authorize Board to Exclude Preemptive | For | For | Management | ||||
| Rights from Issuance under Item 6a | ||||||||
| 6c | Grant Board Authority to Issue Shares | For | For | Management | ||||
| Up To 5 Percent in Case of | ||||||||
| Takeover/Merger and | ||||||||
| Restricting/Excluding Preemptive Rights | ||||||||
| 6d | Authorize Board to Exclude Preemptive | For | For | Management | ||||
| Rights from Issuance under Item 6c | ||||||||
| 7 | Other Business (Non-Voting) | None | None | Management | ||||
| 8 | Close Meeting | None | None | Management | ||||
BABCOCK INTERNATIONAL GROUP PLC
| Ticker: | BAB | Security ID: | G0689Q152 | |
| Meeting Date: | JUL 05, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 03, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Remuneration Report | For | For | Management | ||||
| 3 | Approve Final Dividend | For | For | Management | ||||
| 4 | Re-elect Mike Turner as Director | For | For | Management | ||||
| 5 | Re-elect Peter Rogers as Director | For | For | Management | ||||
| 6 | Re-elect Bill Tame as Director | For | For | Management | ||||
| 7 | Re-elect Archie Bethel as Director | For | For | Management | ||||
| 8 | Re-elect Kevin Thomas as Director | For | For | Management | ||||
| 9 | Re-elect Sir Nigel Essenhigh as | For | For | Management | ||||
| Director | ||||||||
| 10 | Re-elect Justin Crookenden as Director | For | For | Management | ||||
| 11 | Re-elect Sir David Omand as Director | For | For | Management | ||||
| 12 | Re-elect Ian Duncan as Director | For | For | Management | ||||
| 13 | Re-elect Kate Swann as Director | For | For | Management | ||||
| 14 | Amend Performance Share Plan 2009 | For | For | Management | ||||
| 15 | Approve Deferred Bonus Matching Plan | For | Against | Management | ||||
| 16 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 17 | Authorise Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 18 | Authorise EU Political Donations and | For | For | Management | ||||
| Expenditures | ||||||||
| 19 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 20 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 21 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 22 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
BT GROUP PLC
| Ticker: | BT.A | Security ID: | G16612106 | |
| Meeting Date: | JUL 11, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 09, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Remuneration Report | For | For | Management | ||||
| 3 | Approve Final Dividend | For | For | Management | ||||
| 4 | Re-elect Sir Michael Rake as Director | For | For | Management | ||||
| 5 | Re-elect Ian Livingston as Director | For | For | Management | ||||
| 6 | Re-elect Tony Chanmugam as Director | For | For | Management | ||||
| 7 | Re-elect Gavin Patterson as Director | For | For | Management | ||||
| 8 | Re-elect Tony Ball as Director | For | For | Management | ||||
| 9 | Re-elect Patricia Hewitt as Director | For | For | Management | ||||
| 10 | Re-elect Phil Hodkinson as Director | For | For | Management | ||||
| 11 | Re-elect Nick Rose as Director | For | For | Management | ||||
| 12 | Re-elect Jasmine Whitbread as Director | For | For | Management | ||||
| 13 | Elect Karen Richardson as Director | For | For | Management | ||||
| 14 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 15 | Authorise Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 16 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 17 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 18 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 19 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
| 20 | Approve EU Political Donations and | For | For | Management | ||||
| Expenditure | ||||||||
COMPAGNIE FINANCIERE RICHEMONT SA
| Ticker: | CFR | Security ID: | H25662158 | |
| Meeting Date: | SEP 05, 2012 | Meeting Type: | Annual | |
| Record Date: |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Accept Financial Statements and | For | Did Not Vote | Management | ||||
| Statutory Reports | ||||||||
| 1.2 | Approve Remuneration Report | For | Did Not Vote | Management | ||||
| 2 | Approve Allocation of Income and | For | Did Not Vote | Management | ||||
| Dividends of CHF 0.55 per “A” Bearer | ||||||||
| Share and CHF 0.055 per “B” Registered | ||||||||
| Share | ||||||||
| 3 | Approve Discharge of Board and Senior | For | Did Not Vote | Management | ||||
| Management | ||||||||
| 4.1 | Reelect Johann Rupert as Director | For | Did Not Vote | Management | ||||
| 4.2 | Reelect Franco Cologni as Director | For | Did Not Vote | Management | ||||
| 4.3 | Reelect Lord Duro as Director | For | Did Not Vote | Management | ||||
| 4.4 | Reelect Yves-Andre Istel as Director | For | Did Not Vote | Management | ||||
| 4.5 | Reelect Richard Lepeu as Director | For | Did Not Vote | Management | ||||
| 4.6 | Reelect Ruggero Magnoni as Director | For | Did Not Vote | Management | ||||
| 4.7 | Reelect Josua Malherbe as Director | For | Did Not Vote | Management | ||||
| 4.8 | Reelect Frederick Mostert as Director | For | Did Not Vote | Management | ||||
| 4.9 | Reelect Simon Murray as Director | For | Did Not Vote | Management | ||||
| 4.10 | Reelect Alain Perrin as Director | For | Did Not Vote | Management | ||||
| 4.11 | Reelect Guillaume Pictet as Director | For | Did Not Vote | Management | ||||
| 4.12 | Reelect Norbert Platt as Director | For | Did Not Vote | Management | ||||
| 4.13 | Reelect Alan Quasha as Director | For | Did Not Vote | Management | ||||
| 4.14 | Reelect Maria Ramos as Director | For | Did Not Vote | Management | ||||
| 4.15 | Reelect Lord Renwick of Clifton as | For | Did Not Vote | Management | ||||
| Director | ||||||||
| 4.16 | Reelect Dominique Rochat as Director | For | Did Not Vote | Management | ||||
| 4.17 | Reelect Jan Rupert as Director | For | Did Not Vote | Management | ||||
| 4.18 | Reelect Gary Saage as Director | For | Did Not Vote | Management | ||||
| 4.19 | Reelect Juergen Schrempp as Director | For | Did Not Vote | Management | ||||
| 4.20 | Reelect Martha Wikstrom as Director | For | Did Not Vote | Management | ||||
| 5 | Ratify PricewaterhouseCoopers as | For | Did Not Vote | Management | ||||
| Auditors | ||||||||
ENI SPA
| Ticker: | ENI | Security ID: | T3643A145 | |
| Meeting Date: | JUL 16, 2012 | Meeting Type: | Special | |
| Record Date: | JUL 05, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Elimination of Shares’ Par | For | For | Management | ||||
| Value and Cancellation of Treasury | ||||||||
| Shares | ||||||||
| 1 | Authorize Share Repurchase Program | For | For | Management | ||||
INDUSTRIA DE DISENO TEXTIL (INDITEX)
| Ticker: | ITX | Security ID: | E6282J109 | |
| Meeting Date: | JUL 17, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 10, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Individual Financial Statements | For | For | Management | ||||
| 2 | Approve Consolidated Financial | For | For | Management | ||||
| Statements and Discharge Directors | ||||||||
| 3 | Approve Allocation of Income and | For | For | Management | ||||
| Dividends of EUR 1.80 Per Share | ||||||||
| 4 | Reelect Gartler SL as Director | For | For | Management | ||||
| 5 | Ratify Co-option of and Elect Jose | For | For | Management | ||||
| Arnau Sierra as Director | ||||||||
| 6 | Appoint Deloitte as Auditor | For | For | Management | ||||
| 7 | Amend Articles of Association | For | For | Management | ||||
| 8 | Amend Articles of General Meeting | For | For | Management | ||||
| Regulations | ||||||||
| 9 | Authorize Share Repurchase of up to 10 | For | For | Management | ||||
| Percent | ||||||||
| 10 | Approve Company’s Corporate Web Site | For | For | Management | ||||
| 11 | Advisory Vote on Remuneration Report | For | Against | Management | ||||
| 12 | Receive Amendments to Board of | None | None | Management | ||||
| Directors’ Regulations | ||||||||
| 13 | Authorize Board to Ratify and Execute | For | For | Management | ||||
| Approved Resolutions | ||||||||
ISRAEL CHEMICALS LTD.
| Ticker: | ICL | Security ID: | M5920A109 | |
| Meeting Date: | AUG 29, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Review Audited Financial Statements | None | None | Management | ||||
| and Director Reports for 2011 | ||||||||
| 2 | Reappoint Auditors; Review Auditor | For | For | Management | ||||
| Fees for 2011 | ||||||||
| 3.1 | Reelect Nir Gilad as Director | For | For | Management | ||||
| 3.2 | Reelect Yossi Rosen as Director | For | For | Management | ||||
| 3.3 | Reelect Chaim Erez as Director | For | Against | Management | ||||
| 3.4 | Reelect Moshe Vidman as Director | For | For | Management | ||||
| 3.5 | Reelect Avisar Paz as Director | For | For | Management | ||||
| 3.6 | Reelect Eran Sarig as Director | For | For | Management | ||||
| 3.7 | Reelect Avraham Shochet as Director | For | For | Management | ||||
| 3.8 | Reelect Victor Medina as Director | For | For | Management | ||||
| 3.9 | Reelect Ovadia Eli as Director | For | For | Management | ||||
| 4 | Reelect Yair Orgler as External | For | For | Management | ||||
| Director | ||||||||
| 4a | Vote FOR If You Are a Controlling | None | Against | Management | ||||
| Shareholder or Have a Personal | ||||||||
| Interest in the Previous Item; Vote | ||||||||
| AGAINST If You Are NOT a Controlling | ||||||||
| Shareholder and Do NOT Have a Personal | ||||||||
| Interest in the Previous Item | ||||||||
| 5 | Reelect Miriam Haran as External | For | For | Management | ||||
| Director | ||||||||
| 5a | Vote FOR If You Are a Controlling | None | Against | Management | ||||
| Shareholder or Have a Personal | ||||||||
| Interest in the Previous Item; Vote | ||||||||
| AGAINST If You Are NOT a Controlling | ||||||||
| Shareholder and Do NOT Have a Personal | ||||||||
| Interest in the Previous Item | ||||||||
| 6 | Enroll in Liability Insurance Policy | For | For | Management | ||||
| for Company Officers; Allow Directors | ||||||||
| to Renew Policy in the Future | ||||||||
| 6a | Vote FOR If You Have a Personal | None | Against | Management | ||||
| Interest in the Previous Item; Vote | ||||||||
| AGAINST If You Do NOT Have a Personal | ||||||||
| Interest in the Previous Item | ||||||||
J SAINSBURY PLC
| Ticker: | SBRY | Security ID: | G77732173 | |
| Meeting Date: | JUL 11, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 09, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Remuneration Report | For | For | Management | ||||
| 3 | Approve Final Dividend | For | For | Management | ||||
| 4 | Re-elect Matt Brittin as Director | For | For | Management | ||||
| 5 | Re-elect Mike Coupe as Director | For | For | Management | ||||
| 6 | Re-elect Anna Ford as Director | For | For | Management | ||||
| 7 | Re-elect Mary Harris as Director | For | For | Management | ||||
| 8 | Re-elect Gary Hughes as Director | For | For | Management | ||||
| 9 | Re-elect Justin King as Director | For | For | Management | ||||
| 10 | Re-elect John McAdam as Director | For | For | Management | ||||
| 11 | Re-elect John Rogers as Director | For | For | Management | ||||
| 12 | Re-elect David Tyler as Director | For | For | Management | ||||
| 13 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 14 | Authorise the Audit Committee to Fix | For | For | Management | ||||
| Remuneration of Auditors | ||||||||
| 15 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 16 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 17 | Authorise EU Political Donations and | For | For | Management | ||||
| Expenditure | ||||||||
| 18 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 19 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
LONDON STOCK EXCHANGE GROUP PLC
| Ticker: | LSE | Security ID: | G5689U103 | |
| Meeting Date: | JUL 18, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 16, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Final Dividend | For | For | Management | ||||
| 3 | Approve Remuneration Report | For | For | Management | ||||
| 4 | Re-elect Janet Cohen as Director | For | For | Management | ||||
| 5 | Re-elect Sergio Ermotti as Director | For | For | Management | ||||
| 6 | Re-elect Chris Gibson-Smith as Director | For | For | Management | ||||
| 7 | Re-elect Paul Heiden as Director | For | For | Management | ||||
| 8 | Re-elect Gay Huey Evans as Director | For | For | Management | ||||
| 9 | Re-elect Raffaele Jerusalmi as Director | For | For | Management | ||||
| 10 | Re-elect Andrea Munari as Director | For | For | Management | ||||
| 11 | Re-elect Xavier Rolet as Director | For | For | Management | ||||
| 12 | Re-elect Paolo Scaroni as Director | For | For | Management | ||||
| 13 | Re-elect Massimo Tononi as Director | For | For | Management | ||||
| 14 | Re-elect Robert Webb as Director | For | For | Management | ||||
| 15 | Elect David Warren as Director | For | For | Management | ||||
| 16 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 17 | Authorise Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 18 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 19 | Authorise EU Political Donations and | For | For | Management | ||||
| Expenditure | ||||||||
| 20 | Approve US Sub-Plan to the | For | For | Management | ||||
| International Sharesave Plan | ||||||||
| 21 | Approve France Sub-Plan to the | For | For | Management | ||||
| International Sharesave Plan | ||||||||
| 22 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 23 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 24 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
MIZRAHI TEFAHOT BANK LTD.
| Ticker: | MZTF | Security ID: | M7031A135 | |
| Meeting Date: | JUL 05, 2012 | Meeting Type: | Special | |
| Record Date: | JUN 06, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Reelect Gideon Siterman as External | For | For | Management | ||||
| Director | ||||||||
| 1a | Indicate Personal/Controlling Interest | None | Against | Management | ||||
| in Proposed Agenda Item | ||||||||
| 2 | Approve Bonus of Chairman of the Board | For | For | Management | ||||
NATIONAL GRID PLC
| Ticker: | NG. | Security ID: | G6375K151 | |
| Meeting Date: | JUL 30, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 28, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Final Dividend | For | For | Management | ||||
| 3 | Elect Sir Peter Gershon as Director | For | For | Management | ||||
| 4 | Re-elect Steve Holliday as Director | For | For | Management | ||||
| 5 | Re-elect Andrew Bonfield as Director | For | For | Management | ||||
| 6 | Re-elect Tom King as Director | For | For | Management | ||||
| 7 | Re-elect Nick Winser as Director | For | For | Management | ||||
| 8 | Re-elect Ken Harvey as Director | For | For | Management | ||||
| 9 | Re-elect Linda Adamany as Director | For | For | Management | ||||
| 10 | Re-elect Philip Aiken as Director | For | For | Management | ||||
| 11 | Elect Nora Brownell as Director | For | For | Management | ||||
| 12 | Elect Paul Golby as Director | For | For | Management | ||||
| 13 | Elect Ruth Kelly as Director | For | For | Management | ||||
| 14 | Re-elect Maria Richter as Director | For | For | Management | ||||
| 15 | Re-elect George Rose as Director | For | For | Management | ||||
| 16 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 17 | Authorise Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 18 | Approve Remuneration Report | For | For | Management | ||||
| 19 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 20 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 21 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 22 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
| 23 | Amend Articles of Association | For | For | Management | ||||
SABMILLER PLC
| Ticker: | SAB | Security ID: | G77395104 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 24, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Approve Remuneration Report | For | Against | Management | ||||
| 3 | Elect Dr Alan Clark as Director | For | For | Management | ||||
| 4 | Re-elect Mark Armour as Director | For | For | Management | ||||
| 5 | Re-elect Geoffrey Bible as Director | For | For | Management | ||||
| 6 | Re-elect Dinyar Devitre as Director | For | For | Management | ||||
| 7 | Re-elect Lesley Knox as Director | For | For | Management | ||||
| 8 | Re-elect Graham Mackay as Director | For | Abstain | Management | ||||
| 9 | Re-elect John Manser as Director | For | Against | Management | ||||
| 10 | Re-elect John Manzoni as Director | For | For | Management | ||||
| 11 | Re-elect Miles Morland as Director | For | Against | Management | ||||
| 12 | Re-elect Dambisa Moyo as Director | For | For | Management | ||||
| 13 | Re-elect Carlos Perez Davila as | For | For | Management | ||||
| Director | ||||||||
| 14 | Re-elect Cyril Ramaphosa as Director | For | Against | Management | ||||
| 15 | Re-elect Alejandro Santo Domingo | For | For | Management | ||||
| Davila as Director | ||||||||
| 16 | Re-elect Helen Weir as Director | For | For | Management | ||||
| 17 | Re-elect Howard Willard as Director | For | For | Management | ||||
| 18 | Re-elect Jamie Wilson as Director | For | For | Management | ||||
| 19 | Approve Final Dividend | For | For | Management | ||||
| 20 | Reappoint PricewaterhouseCoopers LLP | For | For | Management | ||||
| as Auditors | ||||||||
| 21 | Authorise Board to Fix Remuneration of | For | For | Management | ||||
| Auditors | ||||||||
| 22 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 23 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 24 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 25 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
VODAFONE GROUP PLC
| Ticker: | VOD | Security ID: | G93882135 | |
| Meeting Date: | JUL 24, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 20, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Accept Financial Statements and | For | For | Management | ||||
| Statutory Reports | ||||||||
| 2 | Re-elect Gerard Kleisterlee as Director | For | For | Management | ||||
| 3 | Re-elect Vittorio Colao as Director | For | For | Management | ||||
| 4 | Re-elect Andy Halford as Director | For | For | Management | ||||
| 5 | Re-elect Stephen Pusey as Director | For | For | Management | ||||
| 6 | Re-elect Renee James as Director | For | For | Management | ||||
| 7 | Re-elect Alan Jebson as Director | For | For | Management | ||||
| 8 | Re-elect Samuel Jonah as Director | For | For | Management | ||||
| 9 | Re-elect Nick Land as Director | For | For | Management | ||||
| 10 | Re-elect Anne Lauvergeon as Director | For | For | Management | ||||
| 11 | Re-elect Luc Vandevelde as Director | For | For | Management | ||||
| 12 | Re-elect Anthony Watson as Director | For | For | Management | ||||
| 13 | Re-elect Philip Yea as Director | For | For | Management | ||||
| 14 | Approve Final Dividend | For | For | Management | ||||
| 15 | Approve Remuneration Report | For | For | Management | ||||
| 16 | Reappoint Deloitte LLP as Auditors | For | For | Management | ||||
| 17 | Authorise the Audit and Risk Committee | For | For | Management | ||||
| to Fix Remuneration of Auditors | ||||||||
| 18 | Authorise Issue of Equity with | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 19 | Authorise Issue of Equity without | For | For | Management | ||||
| Pre-emptive Rights | ||||||||
| 20 | Authorise Market Purchase of Ordinary | For | For | Management | ||||
| Shares | ||||||||
| 21 | Authorise EU Political Donations and | For | For | Management | ||||
| Expenditure | ||||||||
| 22 | Authorise the Company to Call EGM with | For | For | Management | ||||
| Two Weeks’ Notice | ||||||||
==================== Fifth Third LifeModel Aggressive Fund =====================
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R817 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R643 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
=================== Fifth Third LifeModel Conservative Fund ====================
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R817 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R643 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
===================== Fifth Third LifeModel Moderate Fund ======================
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R817 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R643 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
=============== Fifth Third LifeModel Moderately Aggressive Fund ===============
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R817 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R643 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management |
============== Fifth Third LifeModel Moderately Conservative Fund ==============
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R817 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
FIFTH THIRD FUNDS
| Ticker: | Security ID: | 31678R643 | ||
| Meeting Date: | JUL 20, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 30, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Plan of Liquidation | For | For | Management | ||||
======================= Fifth Third Micro Cap Value Fund =======================
CASUAL MALE RETAIL GROUP, INC.
| Ticker: | CMRG | Security ID: | 148711302 | |
| Meeting Date: | AUG 02, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 15, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Seymour Holtzman | For | For | Management | ||||
| 1.2 | Elect Director David A. Levin | For | For | Management | ||||
| 1.3 | Elect Director Alan S. Bernikow | For | For | Management | ||||
| 1.4 | Elect Director Jesse Choper | For | For | Management | ||||
| 1.5 | Elect Director John E. Kyees | For | For | Management | ||||
| 1.6 | Elect Director Ward K. Mooney | For | For | Management | ||||
| 1.7 | Elect Director George T. Porter, Jr. | For | For | Management | ||||
| 1.8 | Elect Director Mitchell S. Presser | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
CONSOLIDATED GRAPHICS, INC.
| Ticker: | CGX | Security ID: | 209341106 | |
| Meeting Date: | AUG 16, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Brady F. Carruth | For | For | Management | ||||
| 1.2 | Elect Director I.T. Corley | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 4 | Ratify Auditors | For | For | Management | ||||
FRED’S, INC.
| Ticker: | FRED | Security ID: | 356108100 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 22, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Michael J. Hayes | For | Withhold | Management | ||||
| 1.2 | Elect Director John R. Eisenman | For | Withhold | Management | ||||
| 1.3 | Elect Director Roger T. Knox | For | Withhold | Management | ||||
| 1.4 | Elect Director Thomas H. Tashjian | For | Withhold | Management | ||||
| 1.5 | Elect Director B. Mary McNabb | For | Withhold | Management | ||||
| 1.6 | Elect Director Michael T. McMillan | For | Withhold | Management | ||||
| 1.7 | Elect Director Bruce A. Efird | For | Withhold | Management | ||||
| 1.8 | Elect Director Steven R. Fitzpatrick | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Adopt, Renew or Amend Shareholder | For | Against | Management | ||||
| Rights Plan (Poison Pill) | ||||||||
| 6 | Require Nomination of a Corporate | Against | For | Shareholder | ||||
| Governance Expert to the Board of | ||||||||
| Directors | ||||||||
HANMI FINANCIAL CORPORATION
| Ticker: | HAFC | Security ID: | 410495204 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 12, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director I Joon Ahn | For | For | Management | ||||
| 1.2 | Elect Director John A. Hall | For | For | Management | ||||
| 1.3 | Elect Director Paul Seon-Hong Kim | For | For | Management | ||||
| 1.4 | Elect Director Joon Hyung Lee | For | For | Management | ||||
| 1.5 | Elect Director Joseph K. Rho | For | For | Management | ||||
| 1.6 | Elect Director William J. Stolte | For | For | Management | ||||
| 1.7 | Elect Director Jay S. Yoo | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
IXYS CORPORATION
| Ticker: | IXYS | Security ID: | 46600W106 | |
| Meeting Date: | AUG 24, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 02, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Donald L. Feucht | For | For | Management | ||||
| 1.2 | Elect Director Samuel Kory | For | For | Management | ||||
| 1.3 | Elect Director S. Joon Lee | For | For | Management | ||||
| 1.4 | Elect Director Timothy A. Richardson | For | For | Management | ||||
| 1.5 | Elect Director James M. Thorburn | For | For | Management | ||||
| 1.6 | Elect Director Kenneth D. Wong | For | For | Management | ||||
| 1.7 | Elect Director Nathan Zommer | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
MEDICAL ACTION INDUSTRIES INC.
| Ticker: | MDCI | Security ID: | 58449L100 | |
| Meeting Date: | AUG 09, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 19, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Henry A. Berling | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
MITCHAM INDUSTRIES, INC.
| Ticker: | MIND | Security ID: | 606501104 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Billy F. Mitcham, Jr. | For | Withhold | Management | ||||
| 1.2 | Elect Director Peter H. Blum | For | Withhold | Management | ||||
| 1.3 | Elect Director Robert P. Capps | For | Withhold | Management | ||||
| 1.4 | Elect Director R. Dean Lewis | For | For | Management | ||||
| 1.5 | Elect Director John F. Schwalbe | For | For | Management | ||||
| 1.6 | Elect Director Robert J. Albers | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management | ||||
| 4 | Ratify Auditors | For | For | Management | ||||
SPARTAN STORES, INC.
| Ticker: | SPTN | Security ID: | 846822104 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director M. Shan Atkins | For | For | Management | ||||
| 1.2 | Elect Director Wendy A. Beck | For | For | Management | ||||
| 1.3 | Elect Director Frank M. Gambino | For | For | Management | ||||
| 1.4 | Elect Director Yvonne R. Jackson | For | For | Management | ||||
| 1.5 | Elect Director Elizabeth A. Nickels | For | For | Management | ||||
| 1.6 | Elect Director Timothy J. O’Donovan | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
VOXX INTERNATIONAL CORPORATION
| Ticker: | VOXX | Security ID: | 91829F104 | |
| Meeting Date: | JUL 19, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 01, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Paul C. Kreuch, Jr. | For | For | Management | ||||
| 1.2 | Elect Director Dennis F. McManus | For | For | Management | ||||
| 1.3 | Elect Director Peter A. Lesser | For | For | Management | ||||
| 1.4 | Elect Director John J. Shalam | For | Withhold | Management | ||||
| 1.5 | Elect Director Patrick M. Lavelle | For | Withhold | Management | ||||
| 1.6 | Elect Director Charles M. Stoehr | For | Withhold | Management | ||||
| 1.7 | Elect Director Philip Christopher | For | For | Management | ||||
| 1.8 | Elect Director Ari M. Shalam | For | Withhold | Management | ||||
| 1.9 | Elect Director Fred S. Klipsch | For | Withhold | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Approve Omnibus Stock Plan | For | For | Management | ||||
======================= Fifth Third Mid Cap Growth Fund ========================
AIRGAS, INC.
| Ticker: | ARG | Security ID: | 009363102 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director James W. Hovey | For | For | Management | ||||
| 1.2 | Elect Director Michael L. Molinini | For | For | Management | ||||
| 1.3 | Elect Director Paula A. Sneed | For | For | Management | ||||
| 1.4 | Elect Director David M. Stout | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Declassify the Board of Directors | Against | For | Shareholder | ||||
CIRRUS LOGIC, INC.
| Ticker: | CRUS | Security ID: | 172755100 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director John C. Carter | For | For | Management | ||||
| 1.2 | Elect Director Timothy R. Dehne | For | For | Management | ||||
| 1.3 | Elect Director Jason P. Rhode | For | For | Management | ||||
| 1.4 | Elect Director Alan R. Schuele | For | For | Management | ||||
| 1.5 | Elect Director William D. Sherman | For | For | Management | ||||
| 1.6 | Elect Director Susan Wang | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
COMMVAULT SYSTEMS, INC.
| Ticker: | CVLT | Security ID: | 204166102 | |
| Meeting Date: | AUG 22, 2012 | Meeting Type: | Annual | |
| Record Date: | JUL 02, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director N. Robert Hammer | For | For | Management | ||||
| 1.2 | Elect Director Keith Geeslin | For | For | Management | ||||
| 1.3 | Elect Director Gary B. Smith | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
CONTINENTAL RESOURCES, INC.
| Ticker: | CLR | Security ID: | 212015101 | |
| Meeting Date: | AUG 10, 2012 | Meeting Type: | Special | |
| Record Date: | JUN 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Issue Shares in Connection with | For | For | Management | ||||
| Acquisition | ||||||||
MEDIVATION, INC.
| Ticker: | MDVN | Security ID: | 58501N101 | |
| Meeting Date: | JUL 13, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 25, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Daniel D. Adams | For | For | Management | ||||
| 1.2 | Elect Director Gregory H. Bailey | For | For | Management | ||||
| 1.3 | Elect Director Kim D. Blickenstaff | For | For | Management | ||||
| 1.4 | Elect Director David T. Hung | For | For | Management | ||||
| 1.5 | Elect Director W. Anthony Vernon | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Increase Authorized Common Stock | For | For | Management | ||||
| 4 | Approve Stock Split | For | For | Management | ||||
| 5 | Ratify Auditors | For | For | Management | ||||
| 6 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
MICHAEL KORS HOLDINGS LTD.
| Ticker: | KORS | Security ID: | G60754101 | |
| Meeting Date: | AUG 08, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 15, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1a | Elect M. William Benedetto as Director | For | For | Management | ||||
| 2b | Elect Stephen F. Reitman as a Director | For | For | Management | ||||
| 2 | Ratify PricewaterhouseCoopers LLP as | For | For | Management | ||||
| Auditors | ||||||||
SXC HEALTH SOLUTIONS CORP.
| Ticker: | SXCI | Security ID: | 78505P100 | |
| Meeting Date: | JUL 02, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 31, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Issue Shares in Connection with | For | For | Management | ||||
| Acquisition | ||||||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Change Company Name to Catamaran | For | For | Management | ||||
| Corporation | ||||||||
| 4 | Adjourn Meeting | For | For | Management |
===================== Fifth Third Prime Money Market Fund ======================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
======================= Fifth Third Quality Growth Fund ========================
AIRGAS, INC.
| Ticker: | ARG | Security ID: | 009363102 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director James W. Hovey | For | For | Management | ||||
| 1.2 | Elect Director Michael L. Molinini | For | For | Management | ||||
| 1.3 | Elect Director Paula A. Sneed | For | For | Management | ||||
| 1.4 | Elect Director David M. Stout | For | For | Management | ||||
| 2 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Declassify the Board of Directors | Against | For | Shareholder | ||||
PRECISION CASTPARTS CORP.
| Ticker: | PCP | Security ID: | 740189105 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 12, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Mark Donegan | For | For | Management | ||||
| 1.2 | Elect Director Vernon E. Oechsle | For | For | Management | ||||
| 1.3 | Elect Director Ulrich Schmidt | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Amend Executive Incentive Bonus Plan | For | For | Management | ||||
THE COCA-COLA COMPANY
| Ticker: | KO | Security ID: | 191216100 | |
| Meeting Date: | JUL 10, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 21, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Stock Split | For | For | Management | ||||
======================= Fifth Third Short Term Bond Fund =======================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
====================== Fifth Third Small Cap Growth Fund =======================
ABIOMED, INC.
| Ticker: | ABMD | Security ID: | 003654100 | |
| Meeting Date: | AUG 08, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 22, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Louis E. Lataif | For | For | Management | ||||
| 1.2 | Elect Director Henri A. Termeer | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Amend Omnibus Stock Plan | For | For | Management | ||||
| 4 | Amend Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 5 | Ratify Auditors | For | For | Management | ||||
CIRRUS LOGIC, INC.
| Ticker: | CRUS | Security ID: | 172755100 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director John C. Carter | For | For | Management | ||||
| 1.2 | Elect Director Timothy R. Dehne | For | For | Management | ||||
| 1.3 | Elect Director Jason P. Rhode | For | For | Management | ||||
| 1.4 | Elect Director Alan R. Schuele | For | For | Management | ||||
| 1.5 | Elect Director William D. Sherman | For | For | Management | ||||
| 1.6 | Elect Director Susan Wang | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
THERMON GROUP HOLDINGS, INC.
| Ticker: | THR | Security ID: | 88362T103 | |
| Meeting Date: | AUG 02, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 04, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Rodney L. Bingham | For | For | Management | ||||
| 1.2 | Elect Director Marcus J. George | For | For | Management | ||||
| 1.3 | Elect Director Richard E. Goodrich | For | For | Management | ||||
| 1.4 | Elect Director Kevin J. McGinty | For | For | Management | ||||
| 1.5 | Elect Director John T. Nesser, III | For | For | Management | ||||
| 1.6 | Elect Director Michael W. Press | For | For | Management | ||||
| 1.7 | Elect Director Stephen A. Snider | For | For | Management | ||||
| 1.8 | Elect Director Charles A. Sorrentino | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management | ||||
| 5 | Approve Executive Incentive Bonus Plan | For | For | Management | ||||
======================= Fifth Third Small Cap Value Fund =======================
CONSOLIDATED GRAPHICS, INC.
| Ticker: | CGX | Security ID: | 209341106 | |
| Meeting Date: | AUG 16, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Brady F. Carruth | For | For | Management | ||||
| 1.2 | Elect Director I.T. Corley | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 4 | Ratify Auditors | For | For | Management | ||||
FRED’S, INC.
| Ticker: | FRED | Security ID: | 356108100 | |
| Meeting Date: | JUL 26, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 22, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Michael J. Hayes | For | Withhold | Management | ||||
| 1.2 | Elect Director John R. Eisenman | For | Withhold | Management | ||||
| 1.3 | Elect Director Roger T. Knox | For | Withhold | Management | ||||
| 1.4 | Elect Director Thomas H. Tashjian | For | Withhold | Management | ||||
| 1.5 | Elect Director B. Mary McNabb | For | Withhold | Management | ||||
| 1.6 | Elect Director Michael T. McMillan | For | Withhold | Management | ||||
| 1.7 | Elect Director Bruce A. Efird | For | Withhold | Management | ||||
| 1.8 | Elect Director Steven R. Fitzpatrick | For | For | Management | ||||
| 2 | Ratify Auditors | For | For | Management | ||||
| 3 | Approve Omnibus Stock Plan | For | For | Management | ||||
| 4 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 5 | Adopt, Renew or Amend Shareholder | For | Against | Management | ||||
| Rights Plan (Poison Pill) | ||||||||
| 6 | Require Nomination of a Corporate | Against | For | Shareholder | ||||
| Governance Expert to the Board of | ||||||||
| Directors | ||||||||
SPARTAN STORES, INC.
| Ticker: | SPTN | Security ID: | 846822104 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director M. Shan Atkins | For | For | Management | ||||
| 1.2 | Elect Director Wendy A. Beck | For | For | Management | ||||
| 1.3 | Elect Director Frank M. Gambino | For | For | Management | ||||
| 1.4 | Elect Director Yvonne R. Jackson | For | For | Management | ||||
| 1.5 | Elect Director Elizabeth A. Nickels | For | For | Management | ||||
| 1.6 | Elect Director Timothy J. O’Donovan | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
====================== Fifth Third Strategic Income Fund =======================
INVESCO VAN KAMPEN SENIOR INCOME TRUST
| Ticker: | VVR | Security ID: | 46131H107 | |
| Meeting Date: | AUG 14, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 25, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Change State of Incorporation | For | For | Management | ||||
| 2.1 | Elect Director Wayne W. Whalen | For | For | Management |
================== Fifth Third Structured Large Cap Plus Fund ==================
AMDOCS LIMITED
| Ticker: | DOX | Security ID: | G02602103 | |
| Meeting Date: | JUL 31, 2012 | Meeting Type: | Special | |
| Record Date: | JUN 15, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Dividends | For | For | Management | ||||
BE AEROSPACE, INC.
| Ticker: | BEAV | Security ID: | 073302101 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 29, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Richard G. Hamermesh | For | For | Management | ||||
| 1.2 | Elect Director Amin J. Khoury | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Change Company Name | For | For | Management | ||||
| 4 | Ratify Auditors | For | For | Management | ||||
| 5 | Amend Omnibus Stock Plan | For | For | Management | ||||
BMC SOFTWARE, INC.
| Ticker: | BMC | Security ID: | 055921100 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: Proxy | Contest | |
| Record Date: | JUN 04, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| Management Proxy (White Card) | None | |||||||
| 1 | Elect Director Robert E. Beauchamp | For | For | Management | ||||
| 2 | Elect Director Jon E. Barfield | For | For | Management | ||||
| 3 | Elect Director Gary L. Bloom | For | For | Management | ||||
| 4 | Elect Director John M. Dillon | For | For | Management | ||||
| 5 | Elect Director Meldon K. Gafner | For | For | Management | ||||
| 6 | Elect Director Mark J. Hawkins | For | For | Management | ||||
| 7 | Elect Director Stephan A. James | For | For | Management | ||||
| 8 | Elect Director P. Thomas Jenkins | For | For | Management | ||||
| 9 | Elect Director Louis J. Lavigne, Jr. | For | For | Management | ||||
| 10 | Elect Director Kathleen A. O’Neil | For | For | Management | ||||
| 11 | Elect Director Carl James Schaper | For | For | Management | ||||
| 12 | Elect Director Tom C. Tinsley | For | For | Management | ||||
| 13 | Approve Qualified Employee Stock | For | For | Management | ||||
| Purchase Plan | ||||||||
| 14 | Ratify Auditors | For | For | Management | ||||
| 15 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| # | Proposal | Diss Rec | Vote Cast | Sponsor | ||||
| Dissident Proxy (Green Card) | None | |||||||
| 1.1 | Elect Director Carl James Schaper | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.2 | Elect Director Thomas E. Hogan | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.3 | Elect Director John M. Dillon | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.4 | Elect Director Andreas W. Mattes | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.5 | Management Nominee - Robert E. | Do Not | Did Not Vote | Shareholder | ||||
| Beauchamp | Vote | |||||||
| 1.6 | Management Nominee - Gary L. Bloom | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.7 | Management Nominee - Mark J. Hawkins | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.8 | Management Nominee - Stephan A. James | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.9 | Management Nominee - P. Thomas Jenkins | Do Not | Did Not Vote | Shareholder | ||||
| Vote | ||||||||
| 1.10 | Management Nominee - Louis J. Lavigne, | Do Not | Did Not Vote | Shareholder | ||||
| Jr. | Vote | |||||||
| 2 | Approve Qualified Employee Stock | Do Not | Did Not Vote | Management | ||||
| Purchase Plan | Vote | |||||||
| 3 | Ratify Auditors | Do Not | Did Not Vote | Management | ||||
| Vote | ||||||||
| 4 | Advisory Vote to Ratify Named | Do Not | Did Not Vote | Management | ||||
| Executive Officers’ Compensation | Vote | |||||||
| 5 | Repeal Any Bylaws Amendments Adopted | Do Not | Did Not Vote | Shareholder | ||||
| after November 10, 2010 | Vote | |||||||
CA, INC.
| Ticker: | CA | Security ID: | 12673P105 | |
| Meeting Date: | AUG 01, 2012 | Meeting Type: | Annual | |
| Record Date: | JUN 05, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Jens Alder | For | For | Management | ||||
| 2 | Elect Director Raymond J. Bromark | For | For | Management | ||||
| 3 | Elect Director Gary J. Fernandes | For | For | Management | ||||
| 4 | Elect Director Rohit Kapoor | For | For | Management | ||||
| 5 | Elect Director Kay Koplovitz | For | For | Management | ||||
| 6 | Elect Director Christopher B. Lofgren | For | For | Management | ||||
| 7 | Elect Director William E. McCracken | For | For | Management | ||||
| 8 | Elect Director Richard Sulpizio | For | For | Management | ||||
| 9 | Elect Director Laura S. Unger | For | For | Management | ||||
| 10 | Elect Director Arthur F. Weinbach | For | For | Management | ||||
| 11 | Elect Director Renato (Ron) Zambonini | For | For | Management | ||||
| 12 | Ratify Auditors | For | For | Management | ||||
| 13 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 14 | Approve Outside Director Stock Awards | For | For | Management | ||||
| in Lieu of Cash | ||||||||
DELL INC.
| Ticker: | DELL | Security ID: | 24702R101 | |
| Meeting Date: | JUL 13, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 18, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director James W. Breyer | For | For | Management | ||||
| 2 | Elect Director Donald J. Carty | For | For | Management | ||||
| 3 | Elect Director Janet F. Clark | For | For | Management | ||||
| 4 | Elect Director Laura Conigliaro | For | For | Management | ||||
| 5 | Elect Director Michael S. Dell | For | For | Management | ||||
| 6 | Elect Director Kenneth M. Duberstein | For | For | Management | ||||
| 7 | Elect Director William H. Gray, III | For | For | Management | ||||
| 8 | Elect Director Gerard J. Kleisterlee | For | For | Management | ||||
| 9 | Elect Director Klaus S. Luft | For | For | Management | ||||
| 10 | Elect Director Alex J. Mandl | For | For | Management | ||||
| 11 | Elect Director Shantanu Narayen | For | For | Management | ||||
| 12 | Elect Director H. Ross Perot, Jr. | For | For | Management | ||||
| 13 | Ratify Auditors | For | For | Management | ||||
| 14 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 15 | Approve Omnibus Stock Plan | For | For | Management | ||||
FOREST LABORATORIES, INC.
| Ticker: | FRX | Security ID: | 345838106 | |
| Meeting Date: | AUG 15, 2012 | Meeting Type: | Proxy Contest | |
| Record Date: | JUN 25, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| Management Proposals (White Card) | None | |||||||
| 1.1 | Elect Director Howard Solomon | For | Did Not Vote | Management | ||||
| 1.2 | Elect Director Nesli Basgoz | For | Did Not Vote | Management | ||||
| 1.3 | Elect Director Christopher J. Coughlin | For | Did Not Vote | Management | ||||
| 1.4 | Elect Director Dan L. Goldwasser | For | Did Not Vote | Management | ||||
| 1.5 | Elect Director Kenneth E. Goodman | For | Did Not Vote | Management | ||||
| 1.6 | Elect Director Gerald M. Lieberman | For | Did Not Vote | Management | ||||
| 1.7 | Elect Director Lawrence S. Olanoff | For | Did Not Vote | Management | ||||
| 1.8 | Elect Director Lester B. Salans | For | Did Not Vote | Management | ||||
| 1.9 | Elect Director Brenton L. Saunders | For | Did Not Vote | Management | ||||
| 1.10 | Elect Director Peter J. Zimetbaum | For | Did Not Vote | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | Did Not Vote | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | Did Not Vote | Management | ||||
| 4 | Adopt Proxy Access Right | Against | Did Not Vote | Shareholder | ||||
| 5 | Repeal Any Bylaws Amendments | Against | Did Not Vote | Shareholder | ||||
| Implemented on or after June 18, 2012 | ||||||||
| # | Proposal | Diss Rec | Vote Cast | Sponsor | ||||
| Dissident Proxy (Gold Card) | None | |||||||
| 1.1 | Elect Director Eric J. Ende | For | Withhold | Shareholder | ||||
| 1.2 | Elect Director Pierre Legault | For | For | Shareholder | ||||
| 1.3 | Elect Director Andrew J. Fromkin | For | Withhold | Shareholder | ||||
| 1.4 | Elect Director Daniel A. Ninivaggi | For | For | Shareholder | ||||
| 1.5 | Management Nominee - Howard Solomon | For | For | Shareholder | ||||
| 1.6 | Management Nominee - Nesli Basgoz | For | For | Shareholder | ||||
| 1.7 | Management Nominee - Christopher J. | For | For | Shareholder | ||||
| Coughlin | ||||||||
| 1.8 | Management Nominee - Gerald M. | For | For | Shareholder | ||||
| Lieberman | ||||||||
| 1.9 | Management Nominee - Brenton L. | For | For | Shareholder | ||||
| Saunders | ||||||||
| 1.10 | Management Nominee - Peter J. Zimetbaum | For | For | Shareholder | ||||
| 2 | Advisory Vote to Ratify Named | Against | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
| 4 | Adopt Proxy Access Right | Abstain | Against | Shareholder | ||||
| 5 | Repeal Any Bylaws Amendments | For | For | Shareholder | ||||
| Implemented on or after June 18, 2012 | ||||||||
LEGG MASON, INC.
| Ticker: | LM | Security ID: | 524901105 | |
| Meeting Date: | JUL 24, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 24, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1.1 | Elect Director Robert E. Angelica | For | For | Management | ||||
| 1.2 | Elect Director Barry W. Huff | For | For | Management | ||||
| 1.3 | Elect Director John E. Koerner, III | For | For | Management | ||||
| 1.4 | Elect Director Cheryl Gordon Krongard | For | For | Management | ||||
| 2 | Advisory Vote to Ratify Named | For | For | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 3 | Ratify Auditors | For | For | Management | ||||
MCKESSON CORPORATION
| Ticker: | MCK | Security ID: | 58155Q103 | |
| Meeting Date: | JUL 25, 2012 | Meeting Type: | Annual | |
| Record Date: | MAY 31, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Elect Director Andy D. Bryant | For | For | Management | ||||
| 2 | Elect Director Wayne A. Budd | For | For | Management | ||||
| 3 | Elect Director John H. Hammergren | For | For | Management | ||||
| 4 | Elect Director Alton F. Irby, III | For | For | Management | ||||
| 5 | Elect Director M. Christine Jacobs | For | For | Management | ||||
| 6 | Elect Director Marie L. Knowles | For | For | Management | ||||
| 7 | Elect Director David M. Lawrence | For | For | Management | ||||
| 8 | Elect Director Edward A. Mueller | For | For | Management | ||||
| 9 | Elect Director Jane E. Shaw | For | For | Management | ||||
| 10 | Ratify Auditors | For | For | Management | ||||
| 11 | Advisory Vote to Ratify Named | For | Against | Management | ||||
| Executive Officers’ Compensation | ||||||||
| 12 | Provide Right to Act by Written Consent | Against | For | Shareholder | ||||
| 13 | Require Independent Board Chairman | Against | For | Shareholder | ||||
| 14 | Stock Retention | Against | For | Shareholder | ||||
| 15 | Pro-rata Vesting of Equity Awards | Against | For | Shareholder | ||||
THE COCA-COLA COMPANY
| Ticker: | KO | Security ID: | 191216100 | |
| Meeting Date: | JUL 10, 2012 | Meeting Type: | Special | |
| Record Date: | MAY 21, 2012 |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor | ||||
| 1 | Approve Stock Split | For | For | Management | ||||
====================== Fifth Third Total Return Bond Fund ======================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
================= Fifth Third U.S. Treasury Money Market Fund ==================
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
========== END NPX REPORT
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.
| FIFTH THIRD FUNDS | ||
| By: | /s/ E. Keith Wirtz | |
| E. Keith Wirtz | ||
| President (principal executive officer) | ||
| Date: | September 21, 2012 | |