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 811-05848
The Gabelli Value 25 Fund Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
John C. Ball
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2022 – June 30, 2023
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (17 CFR 239.24 and 274.5), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2022 TO JUNE 30, 2023
ProxyEdge | Report Date: 07/01/2023 |
Meeting Date Range: 07/01/2022 - 06/30/2023 | 1 |
The Gabelli Value 25 Fund Inc. |
Investment Company Report
CIRCOR INTERNATIONAL, INC. | ||||||||||||||
Security | 17273K109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CIR | Meeting Date | 04-Oct-2022 | |||||||||||
ISIN | US17273K1097 | Agenda | 935710841 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Samuel R. Chapin | Management | For | For | ||||||||||
1b. | Election of Director: Tina M. Donikowski | Management | For | For | ||||||||||
1c. | Election of Director: Bruce Lisman | Management | For | For | ||||||||||
1d. | Election of Director: Helmuth Ludwig | Management | For | For | ||||||||||
1e. | Election of Director: John (Andy) O'Donnell | Management | For | For | ||||||||||
1f. | Election of Director: Jill D. Smith | Management | For | For | ||||||||||
2. | To ratify the selection by the Audit Committee of the Company's Board of Directors of Ernst & Young LLP as the Company's independent auditors for the fiscal year ending December 31, 2022. | Management | For | For | ||||||||||
3. | To consider an advisory vote approving the compensation of the Company's Named Executive Officers. | Management | For | For | ||||||||||
DIAGEO PLC | ||||||||||||||
Security | 25243Q205 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DEO | Meeting Date | 06-Oct-2022 | |||||||||||
ISIN | US25243Q2057 | Agenda | 935705864 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
O1 | Report and accounts 2022 | Management | For | For | ||||||||||
O2 | Directors' remuneration report 2022 | Management | For | For | ||||||||||
O3 | Declaration of final dividend | Management | For | For | ||||||||||
O4 | Appointment of Karen Blackett (1,3,4) as a Director | Management | For | For | ||||||||||
O5 | Re-appointment of Melissa Bethell (1,3,4) as a Director | Management | For | For | ||||||||||
O6 | Re-appointment of Lavanya Chandrashekar (2) as a Director | Management | For | For | ||||||||||
O7 | Re-appointment of Valérie Chapoulaud-Floquet (1,3,4) as a Director | Management | For | For | ||||||||||
O8 | Re-appointment of Javier Ferrán (3*) as a Director | Management | For | For | ||||||||||
O9 | Re-appointment of Susan Kilsby (1,3,4*) as a Director | Management | For | For | ||||||||||
O10 | Re-appointment of Sir John Manzoni (1,3,4) as a Director | Management | For | For | ||||||||||
O11 | Re-appointment of Lady Mendelsohn (1,3,4) as a Director | Management | For | For | ||||||||||
O12 | Re-appointment of Ivan Menezes (2*) as a Director | Management | For | For | ||||||||||
O13 | Re-appointment of Alan Stewart (1*,3,4) as a Director | Management | For | For | ||||||||||
O14 | Re-appointment of Ireena Vittal (1,3,4) as a Director | Management | For | For | ||||||||||
O15 | Re-appointment of auditor | Management | For | For | ||||||||||
O16 | Remuneration of auditor | Management | For | For | ||||||||||
O17 | Authority to make political donations and/or to incur political expenditure | Management | For | For | ||||||||||
O18 | Amendment of the Diageo plc 2017 Irish Share Ownership Plan | Management | For | For | ||||||||||
O19 | Authority to allot shares | Management | For | For | ||||||||||
S20 | Disapplication of pre-emption rights | Management | Withheld | Against | ||||||||||
S21 | Authority to purchase own ordinary shares | Management | For | For | ||||||||||
S22 | Reduced notice of a general meeting other than an AGM | Management | For | For | ||||||||||
MADISON SQUARE GARDEN ENTERTAINMENT CORP. | ||||||||||||||
Security | 55826T102 | Meeting Type | Annual | |||||||||||
Ticker Symbol | MSGE | Meeting Date | 06-Dec-2022 | |||||||||||
ISIN | US55826T1025 | Agenda | 935725157 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Martin Bandier | For | For | |||||||||||
2 | Joseph J. Lhota | For | For | |||||||||||
3 | Joel M. Litvin | For | For | |||||||||||
4 | Frederic V. Salerno | For | For | |||||||||||
5 | John L. Sykes | For | For | |||||||||||
2. | Ratification of the appointment of our independent registered public accounting firm. | Management | For | For | ||||||||||
3. | Approval of the Company's 2020 Employee Stock Plan, as amended. | Management | Against | Against | ||||||||||
4. | Approval of the Company's 2020 Stock Plan for Non- Employee Directors, as amended. | Management | Against | Against | ||||||||||
5. | Approval of, on an advisory basis, the compensation of our named executive officers. | Management | For | For | ||||||||||
MADISON SQUARE GARDEN SPORTS CORP. | ||||||||||||||
Security | 55825T103 | Meeting Type | Annual | |||||||||||
Ticker Symbol | MSGS | Meeting Date | 09-Dec-2022 | |||||||||||
ISIN | US55825T1034 | Agenda | 935724573 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Joseph M. Cohen | For | For | |||||||||||
2 | Richard D. Parsons | For | For | |||||||||||
3 | Nelson Peltz | For | For | |||||||||||
4 | Ivan Seidenberg | For | For | |||||||||||
5 | Anthony J. Vinciquerra | For | For | |||||||||||
2. | Ratification of the appointment of our independent registered public accounting firm. | Management | For | For | ||||||||||
3. | Approval of, on an advisory basis, the compensation of our named executive officers. | Management | For | For | ||||||||||
4. | An advisory vote on the frequency of future advisory votes on executive compensation. | Management | 3 Years | For | ||||||||||
ENERGIZER HOLDINGS, INC. | ||||||||||||||
Security | 29272W109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | ENR | Meeting Date | 30-Jan-2023 | |||||||||||
ISIN | US29272W1099 | Agenda | 935750162 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Carlos Abrams-Rivera | Management | For | For | ||||||||||
1b. | Election of Director: Cynthia J. Brinkley | Management | For | For | ||||||||||
1c. | Election of Director: Rebecca D. Frankiewicz | Management | For | For | ||||||||||
1d. | Election of Director: Kevin J. Hunt | Management | For | For | ||||||||||
1e. | Election of Director: James C. Johnson | Management | For | For | ||||||||||
1f. | Election of Director: Mark S. LaVigne | Management | For | For | ||||||||||
1g. | Election of Director: Patrick J. Moore | Management | For | For | ||||||||||
1h. | Election of Director: Donal L. Mulligan | Management | For | For | ||||||||||
1i. | Election of Director: Nneka L. Rimmer | Management | For | For | ||||||||||
1j. | Election of Director: Robert V. Vitale | Management | For | For | ||||||||||
2. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2023. | Management | For | For | ||||||||||
3. | Advisory approval of the Company's executive compensation. | Management | For | For | ||||||||||
4. | Approval of the 2023 Omnibus Incentive Plan. | Management | Abstain | Against | ||||||||||
EDGEWELL PERSONAL CARE COMPANY | ||||||||||||||
Security | 28035Q102 | Meeting Type | Annual | |||||||||||
Ticker Symbol | EPC | Meeting Date | 03-Feb-2023 | |||||||||||
ISIN | US28035Q1022 | Agenda | 935748989 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Robert W. Black | Management | For | For | ||||||||||
1b. | Election of Director: George R. Corbin | Management | For | For | ||||||||||
1c. | Election of Director: Carla C. Hendra | Management | For | For | ||||||||||
1d. | Election of Director: John C. Hunter, III | Management | For | For | ||||||||||
1e. | Election of Director: James C. Johnson | Management | For | For | ||||||||||
1f. | Election of Director: Rod R. Little | Management | For | For | ||||||||||
1g. | Election of Director: Joseph D. O'Leary | Management | For | For | ||||||||||
1h. | Election of Director: Rakesh Sachdev | Management | For | For | ||||||||||
1i. | Election of Director: Swan Sit | Management | For | For | ||||||||||
1j. | Election of Director: Gary K. Waring | Management | For | For | ||||||||||
2. | To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal 2023. | Management | For | For | ||||||||||
3. | To cast a non-binding advisory vote on executive compensation. | Management | For | For | ||||||||||
4. | Approval of the Company's 2nd Amended and Restated 2018 Stock Incentive Plan. | Management | Abstain | Against | ||||||||||
JOHNSON CONTROLS INTERNATIONAL PLC | ||||||||||||||
Security | G51502105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | JCI | Meeting Date | 08-Mar-2023 | |||||||||||
ISIN | IE00BY7QL619 | Agenda | 935759590 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Jean Blackwell | Management | For | For | ||||||||||
1b. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Pierre Cohade | Management | For | For | ||||||||||
1c. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Michael E. Daniels | Management | For | For | ||||||||||
1d. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: W. Roy Dunbar | Management | For | For | ||||||||||
1e. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Gretchen R. Haggerty | Management | For | For | ||||||||||
1f. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Ayesha Khanna | Management | For | For | ||||||||||
1g. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Simone Menne | Management | For | For | ||||||||||
1h. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: George R. Oliver | Management | For | For | ||||||||||
1i. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Jürgen Tinggren | Management | For | For | ||||||||||
1j. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: Mark Vergnano | Management | For | For | ||||||||||
1k. | Election of Director for a period of one year, expiring at the end of the Company's Annual General Meeting in 2024: John D. Young | Management | For | For | ||||||||||
2.a | To ratify the appointment of PricewaterhouseCoopers LLP as the independent auditors of the Company. | Management | For | For | ||||||||||
2.b | To authorize the Audit Committee of the Board of Directors to set the auditors' remuneration. | Management | For | For | ||||||||||
3. | To authorize the Company and/or any subsidiary of the Company to make market purchases of Company shares. | Management | For | For | ||||||||||
4. | To determine the price range at which the Company can re-allot shares that it holds as treasury shares (Special Resolution). | Management | For | For | ||||||||||
5. | To approve, in a non-binding advisory vote, the compensation of the named executive officers. | Management | For | For | ||||||||||
6. | To approve, in a non-binding advisory vote, the frequency of the non-binding advisory vote on the compensation of the named executive officers. | Management | 1 Year | For | ||||||||||
7. | To approve the Directors' authority to allot shares up to approximately 20% of issued share capital. | Management | For | For | ||||||||||
8. | To approve the waiver of statutory preemption rights with respect to up to 5% of the issued share capital (Special Resolution). | Management | Against | Against | ||||||||||
NATIONAL FUEL GAS COMPANY | ||||||||||||||
Security | 636180101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | NFG | Meeting Date | 09-Mar-2023 | |||||||||||
ISIN | US6361801011 | Agenda | 935760000 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | David C. Carroll | For | For | |||||||||||
2 | Steven C. Finch | For | For | |||||||||||
3 | Joseph N. Jaggers | For | For | |||||||||||
4 | Jeffrey W. Shaw | For | For | |||||||||||
5 | Thomas E. Skains | For | For | |||||||||||
6 | David F. Smith | For | For | |||||||||||
7 | Ronald J. Tanski | For | For | |||||||||||
2. | Advisory approval of named executive officer compensation. | Management | For | For | ||||||||||
3. | Advisory vote on the frequency of future "Say-on-Pay" votes. | Management | 1 Year | For | ||||||||||
4. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2023. | Management | For | For | ||||||||||
AEROJET ROCKETDYNE HOLDINGS, INC. | ||||||||||||||
Security | 007800105 | Meeting Type | Special | |||||||||||
Ticker Symbol | AJRD | Meeting Date | 16-Mar-2023 | |||||||||||
ISIN | US0078001056 | Agenda | 935767220 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | To approve and adopt the Agreement and Plan of Merger, dated as of December 17, 2022 (as amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Aerojet Rocketdyne, L3Harris and Merger Sub (the "Merger Proposal"). | Management | For | For | ||||||||||
2. | To approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to Aerojet Rocketdyne's named executive officers in connection with the Merger, the value of which is disclosed in the table in the section of the proxy statement entitled "The Merger - Interests of Aerojet Rocketdyne's Directors and Executive Officers in the Merger - Quantification of Payments" (the "Compensation Proposal"). | Management | For | For | ||||||||||
3. | To approve the adjournment of the Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Merger Proposal or in the absence of a quorum (the "Adjournment Proposal"). | Management | For | For | ||||||||||
THE WALT DISNEY COMPANY | ||||||||||||||
Security | 254687106 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DIS | Meeting Date | 03-Apr-2023 | |||||||||||
ISIN | US2546871060 | Agenda | 935766595 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Mary T. Barra | Management | For | For | ||||||||||
1b. | Election of Director: Safra A. Catz | Management | For | For | ||||||||||
1c. | Election of Director: Amy L. Chang | Management | For | For | ||||||||||
1d. | Election of Director: Francis A. deSouza | Management | For | For | ||||||||||
1e. | Election of Director: Carolyn N. Everson | Management | For | For | ||||||||||
1f. | Election of Director: Michael B.G. Froman | Management | For | For | ||||||||||
1g. | Election of Director: Robert A. Iger | Management | For | For | ||||||||||
1h. | Election of Director: Maria Elena Lagomasino | Management | For | For | ||||||||||
1i. | Election of Director: Calvin R. McDonald | Management | For | For | ||||||||||
1j. | Election of Director: Mark G. Parker | Management | For | For | ||||||||||
1k. | Election of Director: Derica W. Rice | Management | For | For | ||||||||||
2. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal 2023. | Management | For | For | ||||||||||
3. | Consideration of an advisory vote to approve executive compensation. | Management | For | For | ||||||||||
4. | Consideration of an advisory vote on the frequency of advisory votes on executive compensation. | Management | 1 Year | For | ||||||||||
5. | Shareholder proposal, if properly presented at the meeting, requesting a report on operations related to China. | Shareholder | Abstain | Against | ||||||||||
6. | Shareholder proposal, if properly presented at the meeting, requesting charitable contributions disclosure. | Shareholder | Abstain | Against | ||||||||||
7. | Shareholder proposal, if properly presented at the meeting, requesting a political expenditures report. | Shareholder | Abstain | Against | ||||||||||
THE BANK OF NEW YORK MELLON CORPORATION | ||||||||||||||
Security | 064058100 | Meeting Type | Annual | |||||||||||
Ticker Symbol | BK | Meeting Date | 12-Apr-2023 | |||||||||||
ISIN | US0640581007 | Agenda | 935771180 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Linda Z. Cook | Management | For | For | ||||||||||
1b. | Election of Director: Joseph J. Echevarria | Management | For | For | ||||||||||
1c. | Election of Director: M. Amy Gilliland | Management | For | For | ||||||||||
1d. | Election of Director: Jeffrey A. Goldstein | Management | For | For | ||||||||||
1e. | Election of Director: K. Guru Gowrappan | Management | For | For | ||||||||||
1f. | Election of Director: Ralph Izzo | Management | For | For | ||||||||||
1g. | Election of Director: Sandra E. "Sandie" O'Connor | Management | For | For | ||||||||||
1h. | Election of Director: Elizabeth E. Robinson | Management | For | For | ||||||||||
1i. | Election of Director: Frederick O. Terrell | Management | For | For | ||||||||||
1j. | Election of Director: Robin Vince | Management | For | For | ||||||||||
1k. | Election of Director: Alfred W. "Al" Zollar | Management | For | For | ||||||||||
2. | Advisory resolution to approve the 2022 compensation of our named executive officers. | Management | For | For | ||||||||||
3. | Advisory vote recommending the frequency with which we conduct a say-on-pay vote. | Management | 1 Year | For | ||||||||||
4. | Ratify the appointment of KPMG LLP as our independent auditor for 2023. | Management | For | For | ||||||||||
5. | Approve the 2023 Long-Term Incentive Plan. | Management | For | For | ||||||||||
6. | Stockholder proposal regarding stockholder ratification of certain executive severance payments, if properly presented. | Shareholder | Against | For | ||||||||||
IVECO GROUP N.V. | ||||||||||||||
Security | N47017103 | Meeting Type | Annual General Meeting | |||||||||||
Ticker Symbol | IVCGF | Meeting Date | 14-Apr-2023 | |||||||||||
ISIN | NL0015000LU4 | Agenda | 716743732 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
CMMT | VOTING MUST BE LODGED WITH BENEFICIAL OWNER DETAILS AS PROVIDED BY YOUR- CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR-INSTRUCTIONS MAY BE REJECTED. | Non-Voting | ||||||||||||
CMMT | VOTING MUST BE LODGED WITH SHAREHOLDER DETAILS AS PROVIDED BY YOUR CUSTODIAN- BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE- REJECTED. | Non-Voting | ||||||||||||
0010 | ADOPTION OF THE 2022 ANNUAL FINANCIAL STATEMENTS | Management | No Action | |||||||||||
0020 | REMUNERATION REPORT FOR THE FINANCIAL YEAR 2022 (ADVISORY VOTE) | Management | No Action | |||||||||||
0030 | RELEASE FROM LIABILITY OF THE EXECUTIVE DIRECTORS | Management | No Action | |||||||||||
0040 | RELEASE FROM LIABILITY OF THE NON-EXECUTIVE DIRECTORS | Management | No Action | |||||||||||
0050 | RE-APPOINTMENT OF SUZANNE HEYWOOD AS AN EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0060 | RE-APPOINTMENT OF GERRIT MARX AS AN EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0070 | RE-APPOINTMENT OF TUFAN ERGINBILGIC AS A NON-EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0080 | RE-APPOINTMENT OF ESSIMARI KAIRISTO AS A NON-EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0090 | RE-APPOINTMENT OF LINDA KNOLL AS A NON- EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0100 | RE-APPOINTMENT OF ALESSANDRO NASI AS A NON-EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0110 | RE-APPOINTMENT OF OLOF PERSSON AS A NON- EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0120 | RE-APPOINTMENT OF BENOIT RIBADEAU-DUMAS AS A NON-EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0130 | RE-APPOINTMENT OF LORENZO SIMONELLI AS A NON-EXECUTIVE DIRECTOR | Management | No Action | |||||||||||
0140 | AUTHORIZATION TO THE BOARD TO BUY-BACK COMMON SHARES | Management | No Action | |||||||||||
CMMT | 28 MAR 2023: INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE-CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE-II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE-VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF- DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED-CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
CMMT | 28 MAR 2023: PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
CNH INDUSTRIAL N.V. | ||||||||||||||
Security | N20944109 | Meeting Type | Annual General Meeting | |||||||||||
Ticker Symbol | CNHI | Meeting Date | 14-Apr-2023 | |||||||||||
ISIN | NL0010545661 | Agenda | 716743744 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
CMMT | VOTING MUST BE LODGED WITH BENEFICIAL OWNER DETAILS AS PROVIDED BY YOUR- CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR-INSTRUCTIONS MAY BE REJECTED. | Non-Voting | ||||||||||||
CMMT | VOTING MUST BE LODGED WITH SHAREHOLDER DETAILS AS PROVIDED BY YOUR CUSTODIAN- BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE- REJECTED. | Non-Voting | ||||||||||||
0010 | ADOPTION OF THE 2022 ANNUAL FINANCIAL STATEMENTS | Management | No Action | |||||||||||
0020 | PROPOSAL OF A DIVIDEND FOR 2022 OF EUR 0.36 PER COMMON SHARE | Management | No Action | |||||||||||
0030 | PROPOSAL TO DISCHARGE THE EXECUTIVE DIRECTORS AND THE NON-EXECUTIVE DIRECTORS FOR THE PERFORMANCE OF HIS OR HER DUTIES IN 2022 | Management | No Action | |||||||||||
0040 | APPLICATION OF THE REMUNERATION POLICY IN 2022 (ADVISORY VOTE) | Management | No Action | |||||||||||
0050 | PROPOSAL TO APPROVE THE PLAN TO GRANT RIGHTS TO SUBSCRIBE FOR COMMON SHARES TO EXECUTIVE DIRECTORS UNDER EQUITY INCENTIVE PLANS | Management | No Action | |||||||||||
0060 | RE-APPOINTMENT OF SUZANNE HEYWOOD | Management | No Action | |||||||||||
0070 | RE-APPOINTMENT OF SCOTT W. WINE | Management | No Action | |||||||||||
0080 | RE-APPOINTMENT OF HOWARD W. BUFFETT | Management | No Action | |||||||||||
0090 | RE-APPOINTMENT OF KAREN LINEHAN | Management | No Action | |||||||||||
0100 | RE-APPOINTMENT OF ALESSANDRO NASI | Management | No Action | |||||||||||
0110 | RE-APPOINTMENT OF VAGN SORENSEN | Management | No Action | |||||||||||
0120 | RE-APPOINTMENT OF ASA TAMSONS | Management | No Action | |||||||||||
0130 | APPOINTMENT OF ELIZABETH BASTONI | Management | No Action | |||||||||||
0140 | APPOINTMENT OF RICHARD J. KRAMER | Management | No Action | |||||||||||
0150 | AUTHORIZATION TO ISSUE SHARES AND/OR GRANT RIGHTS TO SUBSCRIBE FOR SHARES | Management | No Action | |||||||||||
0160 | AUTHORIZATION TO LIMIT OR EXCLUDE PRE- EMPTIVE RIGHTS | Management | No Action | |||||||||||
0170 | AUTHORIZATION TO ISSUE SPECIAL VOTING SHARES | Management | No Action | |||||||||||
0180 | AUTHORIZATION TO REPURCHASE OWN SHARES | Management | No Action | |||||||||||
0190 | PROPOSAL TO RE-APPOINT DELOITTE ACCOUNTANTS B.V. AS THE INDEPENDENT AUDITOR OF THE COMPANY FOR THE 2023 FINANCIAL YEAR | Management | No Action | |||||||||||
CMMT | 08 MAR 2023: INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE-CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE-II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE-VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF- DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED-CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
CMMT | 08 MAR 2023: PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
CNH INDUSTRIAL N V | ||||||||||||||
Security | N20944109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CNHI | Meeting Date | 14-Apr-2023 | |||||||||||
ISIN | NL0010545661 | Agenda | 935776166 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
2b. | Adoption of the 2022 Annual Financial Statements | Management | For | For | ||||||||||
2c. | Proposal of a dividend for 2022 of €0.36 per common share | Management | For | For | ||||||||||
2d. | Proposal to discharge the executive directors and the non- executive directors for the performance of his or her duties in 2022 | Management | For | For | ||||||||||
3a. | Application of the remuneration policy in 2022 | Management | For | For | ||||||||||
3b. | Proposal to approve the plan to grant rights to subscribe for common shares to executive directors under equity incentive plans | Management | For | For | ||||||||||
4a. | Re-appointment of Suzanne Heywood | Management | For | For | ||||||||||
4b. | Re-appointment of Scott W. Wine | Management | For | For | ||||||||||
4c. | Re-appointment of Howard W. Buffett | Management | For | For | ||||||||||
4d. | Re-appointment of Karen Linehan | Management | For | For | ||||||||||
4e. | Re-appointment of Alessandro Nasi | Management | For | For | ||||||||||
4f. | Re-appointment of Vagn Sørensen | Management | For | For | ||||||||||
4g. | Re-appointment of Åsa Tamsons | Management | For | For | ||||||||||
4h. | Appointment of Elizabeth Bastoni | Management | For | For | ||||||||||
4i. | Appointment of Richard J. Kramer | Management | For | For | ||||||||||
5a. | Authorization to issue shares and/or grant rights to subscribe for shares | Management | For | For | ||||||||||
5b. | Authorization to limit or exclude pre-emptive rights | Management | For | For | ||||||||||
5c. | Authorization to issue special voting shares | Management | For | For | ||||||||||
5d. | Authorization to repurchase own shares | Management | For | For | ||||||||||
6. | Proposal to re-appoint Deloitte Accountants B.V. as the independent auditor of the Company for the 2024 financial year | Management | For | For | ||||||||||
CNH INDUSTRIAL N V | ||||||||||||||
Security | N20944109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CNHI | Meeting Date | 14-Apr-2023 | |||||||||||
ISIN | NL0010545661 | Agenda | 935792766 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
2b. | Adoption of the 2022 Annual Financial Statements | Management | For | For | ||||||||||
2c. | Proposal of a dividend for 2022 of €0.36 per common share | Management | For | For | ||||||||||
2d. | Proposal to discharge the executive directors and the non- executive directors for the performance of his or her duties in 2022 | Management | For | For | ||||||||||
3a. | Application of the remuneration policy in 2022 | Management | For | For | ||||||||||
3b. | Proposal to approve the plan to grant rights to subscribe for common shares to executive directors under equity incentive plans | Management | For | For | ||||||||||
4a. | Re-appointment of Suzanne Heywood | Management | For | For | ||||||||||
4b. | Re-appointment of Scott W. Wine | Management | For | For | ||||||||||
4c. | Re-appointment of Howard W. Buffett | Management | For | For | ||||||||||
4d. | Re-appointment of Karen Linehan | Management | For | For | ||||||||||
4e. | Re-appointment of Alessandro Nasi | Management | For | For | ||||||||||
4f. | Re-appointment of Vagn Sørensen | Management | For | For | ||||||||||
4g. | Re-appointment of Åsa Tamsons | Management | For | For | ||||||||||
4h. | Appointment of Elizabeth Bastoni | Management | For | For | ||||||||||
4i. | Appointment of Richard J. Kramer | Management | For | For | ||||||||||
5a. | Authorization to issue shares and/or grant rights to subscribe for shares | Management | For | For | ||||||||||
5b. | Authorization to limit or exclude pre-emptive rights | Management | For | For | ||||||||||
5c. | Authorization to issue special voting shares | Management | For | For | ||||||||||
5d. | Authorization to repurchase own shares | Management | For | For | ||||||||||
6. | Proposal to re-appoint Deloitte Accountants B.V. as the independent auditor of the Company for the 2024 financial year | Management | For | For | ||||||||||
VIVENDI SE | ||||||||||||||
Security | F97982106 | Meeting Type | MIX | |||||||||||
Ticker Symbol | VIVHY | Meeting Date | 24-Apr-2023 | |||||||||||
ISIN | FR0000127771 | Agenda | 716779890 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
CMMT | FOR SHAREHOLDERS NOT HOLDING SHARES DIRECTLY WITH A FRENCH CUSTODIAN, VOTING- INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE-DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY-CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT | Non-Voting | ||||||||||||
CMMT | FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID VOTING OPTION. FOR ANY ADDITIONAL- RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO-'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING-INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN | Non-Voting | ||||||||||||
CMMT | VOTING MUST BE LODGED WITH SHAREHOLDER DETAILS AS PROVIDED BY YOUR CUSTODIAN- BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE- REJECTED | Non-Voting | ||||||||||||
CMMT | FOR SHAREHOLDERS HOLDING SHARES DIRECTLY REGISTERED IN THEIR OWN NAME ON THE- COMPANY SHARE REGISTER, YOU SHOULD RECEIVE A PROXY CARD/VOTING FORM DIRECTLY- FROM THE ISSUER. PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO THE ISSUER VIA THE-PROXY CARD/VOTING FORM, DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE-SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY BE REJECTED | Non-Voting | ||||||||||||
CMMT | INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN- INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE-PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION-LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE-OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE-REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
CMMT | 05 APR 2023: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINKS:- https://www.journal- officiel.gouv.fr/telechargements/BALO/pdf/2023/0315/202 303-152300572.pdf AND-https://www.journal- officiel.gouv.fr/telechargements/BALO/pdf/2023/0405/202 | Non-Voting | ||||||||||||
304-052300785.pdf AND PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF-UPDATED BALO LINK. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE-AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | ||||||||||||||
1 | APPROVAL OF THE PARENT COMPANY FINANCIAL STATEMENTS FOR FISCAL YEAR 2022 | Management | For | For | ||||||||||
2 | APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR FISCAL YEAR 2022 | Management | For | For | ||||||||||
3 | APPROVAL OF THE STATUTORY AUDITORS SPECIAL REPORT ON REGULATED RELATED-PARTY AGREEMENTS | Management | For | For | ||||||||||
4 | ALLOCATION OF EARNINGS FOR FISCAL YEAR 2022, SETTING OF THE DIVIDEND AND ITS PAYMENT DATE | Management | For | For | ||||||||||
5 | APPROVAL OF THE INFORMATION REFERRED TO IN ARTICLE L. 22-10-9 I. OF THE FRENCH COMMERCIAL CODE AS SET OUT IN THE CORPORATE GOVERNANCE REPORT | Management | For | For | ||||||||||
6 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO YANNICK BOLLORE, CHAIRMAN OF THE SUPERVISORY BOARD | Management | For | For | ||||||||||
7 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO ARNAUD DE PUYFONTAINE, CHAIRMAN OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
8 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO GILLES ALIX, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
9 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO CEDRIC DE BAILLIENCOURT, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
10 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO FREDERIC CREPIN, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
11 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO SIMON GILLHAM, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
12 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO HERVE PHILIPPE, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
13 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO STEPHANE ROUSSEL, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
14 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO FRANCOIS LAROZE, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
15 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO CLAIRE LEOST, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
16 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO CELINE MERLE-BERAL, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
17 | APPROVAL OF THE COMPONENTS OF COMPENSATION AND BENEFITS OF ALL KIND PAID DURING OR ALLOCATED FOR 2022 TO MAXIME SAADA, MEMBER OF THE MANAGEMENT BOARD | Management | For | For | ||||||||||
18 | APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND MEMBERS OF THE SUPERVISORY BOARD FOR 2023 | Management | For | For | ||||||||||
19 | APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN OF THE MANAGEMENT BOARD FOR 2023 | Management | For | For | ||||||||||
20 | APPROVAL OF THE COMPENSATION POLICY FOR MEMBERS OF THE MANAGEMENT BOARD FOR 2023 | Management | For | For | ||||||||||
21 | RENEWAL OF THE TERM OF OFFICE OF CYRILLE BOLLORE AS A MEMBER OF THE SUPERVISORY BOARD | Management | For | For | ||||||||||
22 | APPOINTMENT OF SEBASTIEN BOLLORE AS A MEMBER OF THE SUPERVISORY BOARD | Management | For | For | ||||||||||
23 | RENEWAL OF DELOITTE & ASSOCINS AS STATUTORY AUDITORS | Management | For | For | ||||||||||
24 | AUTHORIZATION GRANTED TO THE MANAGEMENT BOARD FOR THE PURCHASE BY THE COMPANY OF ITS OWN SHARES WITHIN THE LIMIT OF 10% OF THE COMPANYS SHARE CAPITAL | Management | For | For | ||||||||||
25 | AUTHORIZATION TO THE MANAGEMENT BOARD TO REDUCE THE COMPANYS SHARE CAPITAL BY CANCELING SHARES WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL | Management | For | For | ||||||||||
26 | SHARE CAPITAL REDUCTION OF UP 3,032,905,474.50 EUROS (50% OF THE CAPITAL) BY WAY OF THE REPURCHASE OF SHARES FOLLOWED BY THEIR CANCELLATION AND AUTHORIZATION TO THE MANAGEMENT BOARD TO MAKE A PUBLIC SHARE BUYBACK OFFER (OPRA), TO PERFORM THE CAPITAL REDUCTION AND TO DETERMINE ITS FINAL AMOUNT | Management | For | For | ||||||||||
27 | DELEGATION OF AUTHORITY TO THE MANAGEMENT BOARD TO INCREASE THE SHARE CAPITAL OF THE COMPANY BY ISSUING, WITH SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS, ORDINARY SHARES OR ANY SECURITIES GIVING ACCESS TO THE COMPANYS SHARE CAPITAL UP TO A MAXIMUM NOMINAL AMOUNT OF N600 MILLION | Management | For | For | ||||||||||
28 | DELEGATION OF AUTHORITY TO THE MANAGEMENT BOARD TO INCREASE THE SHARE CAPITAL OF THE COMPANY BY INCORPORATION OF PREMIUMS, RESERVES, PROFITS OR OTHER AMOUNTS UP TO A MAXIMUM NOMINAL AMOUNT OF 300 MILLION EUROS | Management | For | For | ||||||||||
29 | DELEGATION OF AUTHORITY TO THE MANAGEMENT BOARD TO INCREASE THE SHARE CAPITAL, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS, UP TO 5% OF THE CAPITAL AND SUBJECT TO THE CEILING SET IN THE 27TH RESOLUTION, TO REMUNERATE CONTRIBUTIONS IN KIND OF SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL OF THIRD-PARTIES, OUTSIDE A PUBLIC EXCHANGE | Management | For | For | ||||||||||
30 | DELEGATION OF AUTHORITY GRANTED TO THE MANAGEMENT BOARD TO INCREASE THE SHARE CAPITAL OF THE COMPANY IN FAVOR OF EMPLOYEES AND RETIREES WHO ARE MEMBERS OF THE VIVENDI GROUP EMPLOYEE STOCK PURCHASE PLAN WITH CANCELLATION OF SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS | Management | For | For | ||||||||||
31 | DELEGATION OF AUTHORITY GRANTED TO THE MANAGEMENT BOARD TO INCREASE THE SHARE CAPITAL IN FAVOR OF EMPLOYEES OF VIVENDIS FOREIGN SUBSIDIARIES WHO ARE MEMBERS OF THE EMPLOYEE STOCK PURCHASE PLAN OR FOR THE PURPOSE OF IMPLEMENTING ANY EQUIVALENT MECHANISM WITH CANCELLATION OF SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS | Management | For | For | ||||||||||
32 | POWERS TO CARRY OUT FORMALITIES | Management | For | For | ||||||||||
CMMT | PLEASE NOTE THAT IF YOU HOLD CREST DEPOSITORY INTERESTS (CDIS) AND-PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN)-WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW-ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS-TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE.-ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM.-THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON-RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES)-UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED- AVAILABILITY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED-POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM.-BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR-VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL-INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR-CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE-CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM-YOU | Non-Voting | ||||||||||||
CMMT | PLEASE NOTE SHARE BLOCKING WILL APPLY FOR ANY VOTED POSITIONS SETTLING-THROUGH EUROCLEAR BANK. | Non-Voting | ||||||||||||
VALMONT INDUSTRIES, INC. | ||||||||||||||
Security | 920253101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | VMI | Meeting Date | 24-Apr-2023 | |||||||||||
ISIN | US9202531011 | Agenda | 935776990 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Mogens C. Bay | For | For | |||||||||||
2 | Ritu Favre | For | For | |||||||||||
3 | Richard A. Lanoha | For | For | |||||||||||
2. | Advisory approval of the company's executive compensation. | Management | For | For | ||||||||||
3. | Advisory vote on the frequency of the advisory vote on the company's executive compensation. | Management | 1 Year | For | ||||||||||
4. | Ratifying the appointment of Deloitte & Touche LLP as independent auditors for fiscal 2023. | Management | For | For | ||||||||||
CITIGROUP INC. | ||||||||||||||
Security | 172967424 | Meeting Type | Annual | |||||||||||
Ticker Symbol | C | Meeting Date | 25-Apr-2023 | |||||||||||
ISIN | US1729674242 | Agenda | 935781030 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Ellen M. Costello | Management | For | For | ||||||||||
1b. | Election of Director: Grace E. Dailey | Management | For | For | ||||||||||
1c. | Election of Director: Barbara J. Desoer | Management | For | For | ||||||||||
1d. | Election of Director: John C. Dugan | Management | For | For | ||||||||||
1e. | Election of Director: Jane N. Fraser | Management | For | For | ||||||||||
1f. | Election of Director: Duncan P. Hennes | Management | For | For | ||||||||||
1g. | Election of Director: Peter B. Henry | Management | For | For | ||||||||||
1h. | Election of Director: S. Leslie Ireland | Management | For | For | ||||||||||
1i. | Election of Director: Renée J. James | Management | For | For | ||||||||||
1j. | Election of Director: Gary M. Reiner | Management | For | For | ||||||||||
1k. | Election of Director: Diana L. Taylor | Management | For | For | ||||||||||
1l. | Election of Director: James S. Turley | Management | For | For | ||||||||||
1m. | Election of Director: Casper W. von Koskull | Management | For | For | ||||||||||
2. | Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accountants for 2023. | Management | For | For | ||||||||||
3. | Advisory vote to Approve our 2022 Executive Compensation. | Management | For | For | ||||||||||
4. | Approval of additional shares for the Citigroup 2019 Stock Incentive Plan. | Management | For | For | ||||||||||
5. | Advisory vote to Approve the Frequency of Future Advisory Votes on Executive Compensation. | Management | 1 Year | For | ||||||||||
6. | Stockholder proposal requesting that shareholders ratify the termination pay of any senior manager. | Shareholder | Against | For | ||||||||||
7. | Stockholder proposal requesting an Independent Board Chairman. | Shareholder | Against | For | ||||||||||
8. | Stockholder proposal requesting a report on the effectiveness of Citi's policies and practices in respecting Indigenous Peoples' rights in Citi's existing and proposed financing. | Shareholder | Abstain | Against | ||||||||||
9. | Stockholder proposal requesting that the Board adopt a policy to phase out new fossil fuel financing. | Shareholder | Abstain | Against | ||||||||||
CALLON PETROLEUM COMPANY | ||||||||||||||
Security | 13123X508 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CPE | Meeting Date | 26-Apr-2023 | |||||||||||
ISIN | US13123X5086 | Agenda | 935776077 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Matthew R. Bob | For | For | |||||||||||
2 | James E. Craddock | For | For | |||||||||||
3 | Anthony J. Nocchiero | For | For | |||||||||||
2. | The approval, by non-binding advisory vote, of the compensation of our named executive officers. | Management | For | For | ||||||||||
3. | Advisory vote on the frequency of future advisory votes on the compensation of our named executive officers. | Management | 1 Year | For | ||||||||||
4. | The ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
NEWMONT CORPORATION | ||||||||||||||
Security | 651639106 | Meeting Type | Annual | |||||||||||
Ticker Symbol | NEM | Meeting Date | 26-Apr-2023 | |||||||||||
ISIN | US6516391066 | Agenda | 935776938 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Patrick G. Awuah, Jr. | Management | For | For | ||||||||||
1b. | Election of Director: Gregory H. Boyce | Management | For | For | ||||||||||
1c. | Election of Director: Bruce R. Brook | Management | For | For | ||||||||||
1d. | Election of Director: Maura J. Clark | Management | For | For | ||||||||||
1e. | Election of Director: Emma FitzGerald | Management | For | For | ||||||||||
1f. | Election of Director: Mary A. Laschinger | Management | For | For | ||||||||||
1g. | Election of Director: José Manuel Madero | Management | For | For | ||||||||||
1h. | Election of Director: René Médori | Management | For | For | ||||||||||
1i. | Election of Director: Jane Nelson | Management | For | For | ||||||||||
1j. | Election of Director: Tom Palmer | Management | For | For | ||||||||||
1k. | Election of Director: Julio M. Quintana | Management | For | For | ||||||||||
1l. | Election of Director: Susan N. Story | Management | For | For | ||||||||||
2. | Approval of the advisory resolution on Newmont's executive compensation. | Management | For | For | ||||||||||
3. | Ratification of the Audit Committees appointment of Ernst and Young LLP as Newmont's independent registered public accounting firm for the fiscal year 2023. | Management | For | For | ||||||||||
4. | Advisory vote on the frequency of future advisory votes on executive compensation. | Management | 1 Year | For | ||||||||||
THE GOLDMAN SACHS GROUP, INC. | ||||||||||||||
Security | 38141G104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | GS | Meeting Date | 26-Apr-2023 | |||||||||||
ISIN | US38141G1040 | Agenda | 935777702 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Michele Burns | Management | For | For | ||||||||||
1b. | Election of Director: Mark Flaherty | Management | For | For | ||||||||||
1c. | Election of Director: Kimberley Harris | Management | For | For | ||||||||||
1d. | Election of Director: Kevin Johnson | Management | For | For | ||||||||||
1e. | Election of Director: Ellen Kullman | Management | For | For | ||||||||||
1f. | Election of Director: Lakshmi Mittal | Management | For | For | ||||||||||
1g. | Election of Director: Adebayo Ogunlesi | Management | For | For | ||||||||||
1h. | Election of Director: Peter Oppenheimer | Management | For | For | ||||||||||
1i. | Election of Director: David Solomon | Management | For | For | ||||||||||
1j. | Election of Director: Jan Tighe | Management | For | For | ||||||||||
1k. | Election of Director: Jessica Uhl | Management | For | For | ||||||||||
1l. | Election of Director: David Viniar | Management | For | For | ||||||||||
2. | Advisory Vote to Approve Executive Compensation (Say on Pay) | Management | For | For | ||||||||||
3. | Advisory Vote on the Frequency of Say on Pay | Management | 1 Year | For | ||||||||||
4. | Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for 2023 | Management | For | For | ||||||||||
5. | Shareholder Proposal Regarding a Report on Lobbying | Shareholder | Abstain | Against | ||||||||||
6. | Shareholder Proposal Regarding a Policy for an Independent Chair | Shareholder | Against | For | ||||||||||
7. | Shareholder Proposal Regarding Chinese Congruency of Certain ETFs | Shareholder | Abstain | Against | ||||||||||
8. | Shareholder Proposal Regarding a Racial Equity Audit | Shareholder | Abstain | Against | ||||||||||
9. | Shareholder Proposal Regarding a Policy to Phase Out Fossil Fuel-Related Lending & Underwriting Activities | Shareholder | Abstain | Against | ||||||||||
10. | Shareholder Proposal Regarding Disclosure of 2030 Absolute Greenhouse Gas Reduction Goals | Shareholder | Abstain | Against | ||||||||||
11. | Shareholder Proposal Regarding Climate Transition Report | Shareholder | Abstain | Against | ||||||||||
12. | Shareholder Proposal Regarding Reporting on Pay Equity | Shareholder | Abstain | Against | ||||||||||
DANA INCORPORATED | ||||||||||||||
Security | 235825205 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DAN | Meeting Date | 26-Apr-2023 | |||||||||||
ISIN | US2358252052 | Agenda | 935777978 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Ernesto M. Hernández | For | For | |||||||||||
2 | Gary Hu | For | For | |||||||||||
3 | Brett M. Icahn | For | For | |||||||||||
4 | James K. Kamsickas | For | For | |||||||||||
5 | Virginia A. Kamsky | For | For | |||||||||||
6 | Bridget E. Karlin | For | For | |||||||||||
7 | Michael J. Mack, Jr. | For | For | |||||||||||
8 | R. Bruce McDonald | For | For | |||||||||||
9 | Diarmuid B. O'Connell | For | For | |||||||||||
10 | Keith E. Wandell | For | For | |||||||||||
2. | Approval of a non-binding advisory proposal approving executive compensation. | Management | For | For | ||||||||||
3. | Approval of a non-binding advisory vote on the frequency of the advisory vote to approve executive compensation. | Management | 1 Year | For | ||||||||||
4. | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm. | Management | For | For | ||||||||||
5. | Shareholder proposal to require an independent Board Chairman. | Shareholder | Against | For | ||||||||||
GRUPO TELEVISA, S.A.B. | ||||||||||||||
Security | 40049J206 | Meeting Type | Annual | |||||||||||
Ticker Symbol | TV | Meeting Date | 26-Apr-2023 | |||||||||||
ISIN | US40049J2069 | Agenda | 935818849 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
L1 | Appointment and/or ratification, if applicable, of the members of the Board of Directors to be appointed by this meeting, and ratification of their management, in accordance with the provisions of articles Twenty-Sixth, Twenty-Seventh and other applicable articles of the corporate By-laws. | Management | For | For | ||||||||||
L2 | Appointment of special delegates to formalize the resolutions adopted at the meeting. | Management | For | For | ||||||||||
D1 | Appointment and/or ratification, if applicable, of the members of the Board of Directors to be appointed by this meeting, and ratification of their management, in accordance with the provisions of articles Twenty-Sixth, Twenty-Seventh and other applicable articles of the corporate By-laws. | Management | For | For | ||||||||||
D2 | Appointment of special delegates to formalize the resolutions adopted at the meeting. | Management | For | For | ||||||||||
A | Presentation of the Co-Chief Executive Officers' report drafted in accordance to article 172 of the General Law of Commercial Companies (Ley General de Sociedades Mercantiles) and Article 44, section XI of the Securities Market Law (Ley del Mercado de Valores), accompanied by the external audit report and the Board of Directors' opinion on said report, as well as the financial statements for the year ended on December 31, 2022. | Management | For | For | ||||||||||
B | Presentation of the report referred to by article 172 section b) of the General Law of Commercial Companies (Ley General de Sociedades Mercantiles) including the main accounting policies, criteria and information used for the preparation of the financial information. | Management | For | For | ||||||||||
C | Presentation of the report on the operations and activities in which the Board of Directors intervened during the 2022 fiscal year. | Management | For | For | ||||||||||
D | Presentation of the Audit Committee's annual report. | Management | For | For | ||||||||||
E | Presentation of the Corporate Practices Committee's annual report. | Management | For | For | ||||||||||
F | Presentation of the report regarding certain fiscal obligations of the Company, pursuant to the applicable legislation. | Management | For | For | ||||||||||
G | Resolutions regarding the allocation of results for the fiscal year ended on December 31, 2022, including, if applicable, the approval and payment of dividends to the shareholders. | Management | For | For | ||||||||||
H | Presentation of the report regarding the policies and resolutions adopted by the Board of Directors of the Company, regarding the acquisition and sale of the Company's own shares as well as the amount that may be allocated to the repurchase of such shares pursuant to article 56, paragraph IV of the Securities Market Law (Ley del Mercado de Valores). | Management | For | For | ||||||||||
I | Appointment and/or ratification, as the case may be, of the members that shall conform the Board of Directors, the Secretary and Officers of the Company as well as the ratification of acts carried out by them. | Management | For | For | ||||||||||
IAA | Election of Series 'A' Director: Emilio Fernando Azcárraga Jean | Management | For | For | ||||||||||
IAB | Election of Series 'A' Director: Alfonso de Angoitia Noriega | Management | For | For | ||||||||||
IAC | Election of Series 'A' Director: Eduardo Tricio Haro | Management | For | For | ||||||||||
IAD | Election of Series 'A' Director: Michael T. Fries | Management | For | For | ||||||||||
IAE | Election of Series 'A' Director: Fernando Senderos Mestre | Management | For | For | ||||||||||
IAF | Election of Series 'A' Director: Bernardo Gómez Martínez | Management | For | For | ||||||||||
IAG | Election of Series 'A' Director: Jon Feltheimer | Management | For | For | ||||||||||
IAH | Election of Series 'A' Director: Enrique Krauze Kleinbort | Management | For | For | ||||||||||
IAI | Election of Series 'A' Director: Guadalupe Phillips Margain | Management | For | For | ||||||||||
IAJ | Election of Series 'A' Director: Carlos Hank González | Management | For | For | ||||||||||
IAK | Election of Series 'A' Director: Denise Maerker Salmón | Management | For | For | ||||||||||
IBA | Election of Series 'B' Director: Lorenzo Alejandro Mendoza Giménez | Management | For | For | ||||||||||
IBB | Election of Series 'B' Director: Salvi Rafael Folch Viadero | Management | For | For | ||||||||||
IBC | Election of Series 'B' Director: Guillermo Garcia Naranjo Álvarez | Management | For | For | ||||||||||
IBD | Election of Series 'B' Director: Francisco José Chevez Robelo | Management | For | For | ||||||||||
IBE | Election of Series 'B' Director: José Luis Fernández Fernández | Management | For | For | ||||||||||
ICA | Election of Series 'D' Director: David M. Zaslav | Management | For | For | ||||||||||
ICB | Election of Series 'D' Director: Enrique Francisco José Senior Hernández | Management | For | For | ||||||||||
IDA | Election of Series 'L' Director: José Antonio Chedraui Eguía | Management | For | For | ||||||||||
IDB | Election of Series 'L' Director: Sebastián Mejía | Management | For | For | ||||||||||
IEA | Election of Alternate Director: Julio Barba Hurtado | Management | For | For | ||||||||||
IEB | Election of Alternate Director: Jorge Agustín Lutteroth Echegoyen | Management | For | For | ||||||||||
IEC | Election of Alternate Director: Joaquín Balcárcel Santa Cruz | Management | For | For | ||||||||||
IED | Election of Alternate Director: Luis Alejandro Bustos Olivares | Management | For | For | ||||||||||
IEE | Election of Alternate Director: Félix José Araujo Ramírez | Management | For | For | ||||||||||
IEF | Election of Alternate Director: Raúl Morales Medrano | Management | For | For | ||||||||||
IEG | Election of Alternate Director: Herbert Allen III (Alternate of Mr. Enrique Francisco José Senior Hernández) | Management | For | For | ||||||||||
IFA | Election of Chairman: Emilio F. Azcárraga Jean | Management | For | For | ||||||||||
IGA | Election of Secretary: Ricardo Maldonado Yáñez | Management | For | For | ||||||||||
JAA | Appointment of the member of the Executive Committee: Emilio Fernando Azcárraga Jean (Chairman) | Management | For | For | ||||||||||
JAB | Appointment of the member of the Executive Committee: Alfonso de Angoitia Noriega | Management | For | For | ||||||||||
JAC | Appointment of the member of the Executive Committee: Bernardo Gómez Martínez | Management | For | For | ||||||||||
JAD | Appointment of the member of the Executive Committee: Ricardo Maldonado Yáñez (Secretary, without being a member thereof) | Management | For | For | ||||||||||
KAA | Appointment of the Chairman of the Audit Committee: Guillermo García Naranjo Álvarez (Chairman) | Management | For | For | ||||||||||
KAB | Appointment of the Chairman of the Audit Committee: José Luís Fernández Fernández | Management | For | For | ||||||||||
KAC | Appointment of the Chairman of the Audit Committee: Francisco José Chevez Robelo | Management | For | For | ||||||||||
LAA | Appointment of the Chairman of the Corporate Practices Committee: José Luís Fernández Fernández (Chairman) | Management | For | For | ||||||||||
LAB | Appointment of the Chairman of the Corporate Practices Committee: Eduardo Tricio Haro | Management | For | For | ||||||||||
LAC | Appointment of the Chairman of the Corporate Practices Committee: Guillermo Garcia Naranjo Álvarez | Management | For | For | ||||||||||
M | Compensation to the members of the Board of Directors, of the Executive Committee, of the Audit Committee and of the Corporate Practices Committee, as well as to their corresponding Secretaries. | Management | For | For | ||||||||||
N | Appointment of special delegates to formalize the resolutions adopted at the meeting. | Management | For | For | ||||||||||
E1 | Resolution on the cancellation of shares and on the consequent capital reduction. | Management | Abstain | Against | ||||||||||
E2 | Presentation, discussion and, if applicable, approval of the proposal to carry out a partial spin-off of Grupo Televisa, S.A.B., as original company, and without being extinguished and, consequently, the incorporation of a publicly traded company (sociedad anónima bursátil), as a spin-off company. Resolutions in this regard. | Management | Abstain | Against | ||||||||||
E3 | Presentation, discussion and, if applicable, approval of the amendment to article Sixth of the corporate By-laws of Grupo Televisa, S.A.B. by virtue of the resolutions, if any, adopted by the Meeting in connection with the preceding items on the Agenda. | Management | Abstain | Against | ||||||||||
E4 | Appointment of special delegates to formalize the resolutions adopted by this meeting. | Management | For | For | ||||||||||
ECHOSTAR CORPORATION | ||||||||||||||
Security | 278768106 | Meeting Type | Annual | |||||||||||
Ticker Symbol | SATS | Meeting Date | 27-Apr-2023 | |||||||||||
ISIN | US2787681061 | Agenda | 935780759 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | R. Stanton Dodge | For | For | |||||||||||
2 | Michael T. Dugan | For | For | |||||||||||
3 | Charles W. Ergen | For | For | |||||||||||
4 | Lisa W. Hershman | For | For | |||||||||||
5 | Pradman P. Kaul | For | For | |||||||||||
6 | C. Michael Schroeder | For | For | |||||||||||
7 | Jeffrey R. Tarr | For | For | |||||||||||
8 | William D. Wade | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP as EchoStar Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | To approve, on a non-binding advisory basis, the compensation of our named executive officers as presented in the proxy statement. | Management | For | For | ||||||||||
4. | To vote, on a non-binding advisory basis, whether a non- binding advisory vote on the compensation of our named executive officers should be held every one, two or three years. | Management | 3 Years | For | ||||||||||
DISH NETWORK CORPORATION | ||||||||||||||
Security | 25470M109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DISH | Meeting Date | 28-Apr-2023 | |||||||||||
ISIN | US25470M1099 | Agenda | 935782917 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Kathleen Q. Abernathy | For | For | |||||||||||
2 | George R. Brokaw | Withheld | Against | |||||||||||
3 | Stephen J. Bye | For | For | |||||||||||
4 | W. Erik Carlson | For | For | |||||||||||
5 | James DeFranco | For | For | |||||||||||
6 | Cantey M. Ergen | For | For | |||||||||||
7 | Charles W. Ergen | For | For | |||||||||||
8 | Tom A. Ortolf | For | For | |||||||||||
9 | Joseph T. Proietti | For | For | |||||||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | To amend and restate our Employee Stock Purchase Plan. | Management | For | For | ||||||||||
4. | To conduct a non-binding advisory vote on executive compensation. | Management | For | For | ||||||||||
5. | To conduct a non-binding advisory vote on the frequency of future non-binding advisory votes on executive compensation. | Management | 3 Years | For | ||||||||||
GENUINE PARTS COMPANY | ||||||||||||||
Security | 372460105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | GPC | Meeting Date | 01-May-2023 | |||||||||||
ISIN | US3724601055 | Agenda | 935774693 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Elizabeth W. Camp | Management | For | For | ||||||||||
1b. | Election of Director: Richard Cox, Jr. | Management | For | For | ||||||||||
1c. | Election of Director: Paul D. Donahue | Management | For | For | ||||||||||
1d. | Election of Director: Gary P. Fayard | Management | For | For | ||||||||||
1e. | Election of Director: P. Russell Hardin | Management | For | For | ||||||||||
1f. | Election of Director: John R. Holder | Management | For | For | ||||||||||
1g. | Election of Director: Donna W. Hyland | Management | For | For | ||||||||||
1h. | Election of Director: John D. Johns | Management | For | For | ||||||||||
1i. | Election of Director: Jean-Jacques Lafont | Management | For | For | ||||||||||
1j. | Election of Director: Robert C. "Robin" Loudermilk, Jr. | Management | For | For | ||||||||||
1k. | Election of Director: Wendy B. Needham | Management | For | For | ||||||||||
1l. | Election of Director: Juliette W. Pryor | Management | For | For | ||||||||||
1m. | Election of Director: E. Jenner Wood III | Management | For | For | ||||||||||
2. | Advisory vote on executive compensation. | Management | For | For | ||||||||||
3. | Frequency of advisory vote on executive compensation. | Management | 1 Year | For | ||||||||||
4. | Ratification of the selection of Ernst & Young LLP as the Company's independent auditor for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
AMERICAN EXPRESS COMPANY | ||||||||||||||
Security | 025816109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | AXP | Meeting Date | 02-May-2023 | |||||||||||
ISIN | US0258161092 | Agenda | 935784808 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director for a term of one year: Thomas J. Baltimore | Management | For | For | ||||||||||
1b. | Election of Director for a term of one year: John J. Brennan | Management | For | For | ||||||||||
1c. | Election of Director for a term of one year: Peter Chernin | Management | For | For | ||||||||||
1d. | Election of Director for a term of one year: Walter J. Clayton III | Management | For | For | ||||||||||
1e. | Election of Director for a term of one year: Ralph de la Vega | Management | For | For | ||||||||||
1f. | Election of Director for a term of one year: Theodore J. Leonsis | Management | For | For | ||||||||||
1g. | Election of Director for a term of one year: Deborah P. Majoras | Management | For | For | ||||||||||
1h. | Election of Director for a term of one year: Karen L. Parkhill | Management | For | For | ||||||||||
1i. | Election of Director for a term of one year: Charles E. Phillips | Management | For | For | ||||||||||
1j. | Election of Director for a term of one year: Lynn A. Pike | Management | For | For | ||||||||||
1k. | Election of Director for a term of one year: Stephen J. Squeri | Management | For | For | ||||||||||
1l. | Election of Director for a term of one year: Daniel L. Vasella | Management | For | For | ||||||||||
1m. | Election of Director for a term of one year: Lisa W. Wardell | Management | For | For | ||||||||||
1n. | Election of Director for a term of one year: Christopher D. Young | Management | For | For | ||||||||||
2. | Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2023. | Management | For | For | ||||||||||
3. | Approval, on an advisory basis, of the Company's executive compensation. | Management | For | For | ||||||||||
4. | Advisory resolution to approve the frequency of future advisory say-on-pay votes. | Management | 1 Year | For | ||||||||||
5. | Shareholder proposal relating to shareholder ratification of excessive termination pay. | Shareholder | Against | For | ||||||||||
6. | Shareholder proposal relating to abortion & consumer data privacy. | Shareholder | Abstain | Against | ||||||||||
PERRIGO COMPANY PLC | ||||||||||||||
Security | G97822103 | Meeting Type | Annual | |||||||||||
Ticker Symbol | PRGO | Meeting Date | 04-May-2023 | |||||||||||
ISIN | IE00BGH1M568 | Agenda | 935788464 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1A. | Election of Director to hold office until the 2024 Annual General Meeting: Bradley A. Alford | Management | For | For | ||||||||||
1B. | Election of Director to hold office until the 2024 Annual General Meeting: Orlando D. Ashford | Management | For | For | ||||||||||
1C. | Election of Director to hold office until the 2024 Annual General Meeting: Katherine C. Doyle | Management | For | For | ||||||||||
1D. | Election of Director to hold office until the 2024 Annual General Meeting: Adriana Karaboutis | Management | For | For | ||||||||||
1E. | Election of Director to hold office until the 2024 Annual General Meeting: Murray S. Kessler | Management | For | For | ||||||||||
1F. | Election of Director to hold office until the 2024 Annual General Meeting: Jeffrey B. Kindler | Management | For | For | ||||||||||
1G. | Election of Director to hold office until the 2024 Annual General Meeting: Erica L. Mann | Management | For | For | ||||||||||
1H. | Election of Director to hold office until the 2024 Annual General Meeting: Albert A. Manzone | Management | For | For | ||||||||||
1I. | Election of Director to hold office until the 2024 Annual General Meeting: Donal O'Connor | Management | For | For | ||||||||||
1J. | Election of Director to hold office until the 2024 Annual General Meeting: Geoffrey M. Parker | Management | For | For | ||||||||||
2. | Ratify, in a non-binding advisory vote, the appointment of Ernst & Young LLP as the Company's independent auditor, and authorize, in a binding vote, the Board of Directors, acting through the Audit Committee, to fix the remuneration of the auditor | Management | For | For | ||||||||||
3. | Advisory vote on executive compensation | Management | For | For | ||||||||||
4. | Advisory vote on the frequency of future advisory votes on executive compensation | Management | 1 Year | For | ||||||||||
5. | Renew the Board's authority to issue shares under Irish law | Management | For | For | ||||||||||
6. | Renew the Board's authority to opt-out of statutory pre- emption rights under Irish law | Management | Against | Against | ||||||||||
7. | Approve the creation of distributable reserves by reducing some or all of the Company's share premium | Management | For | For | ||||||||||
PARAMOUNT GLOBAL | ||||||||||||||
Security | 92556H107 | Meeting Type | Annual | |||||||||||
Ticker Symbol | PARAA | Meeting Date | 08-May-2023 | |||||||||||
ISIN | US92556H1077 | Agenda | 935788743 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Robert M. Bakish | Management | For | For | ||||||||||
1b. | Election of Director: Barbara M. Byrne | Management | For | For | ||||||||||
1c. | Election of Director: Linda M. Griego | Management | For | For | ||||||||||
1d. | Election of Director: Robert N. Klieger | Management | For | For | ||||||||||
1e. | Election of Director: Judith A. McHale | Management | For | For | ||||||||||
1f. | Election of Director: Dawn Ostroff | Management | For | For | ||||||||||
1g. | Election of Director: Charles E. Phillips, Jr. | Management | For | For | ||||||||||
1h. | Election of Director: Shari E. Redstone | Management | For | For | ||||||||||
1i. | Election of Director: Susan Schuman | Management | For | For | ||||||||||
1j. | Election of Director: Nicole Seligman | Management | For | For | ||||||||||
1k. | Election of Director: Frederick O. Terrell | Management | For | For | ||||||||||
2. | Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | ||||||||||
3. | The approval of an advisory (non-binding) vote on the compensation of the Company's named executive officers, as disclosed in the proxy statement. | Management | For | For | ||||||||||
4. | The approval of an advisory (non-binding) vote on the frequency of holding the advisory (non-binding) vote on the compensation of the Company's named executive officers. | Management | 3 Years | For | ||||||||||
5. | A stockholder proposal requesting that our Board of Directors take steps to adopt a policy ensuring that the Board Chair is an independent director. | Shareholder | Against | For | ||||||||||
6. | A stockholder proposal requesting semiannual disclosure of detailed electoral contributions data. | Shareholder | Abstain | Against | ||||||||||
WARNER BROS. DISCOVERY, INC. | ||||||||||||||
Security | 934423104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | WBD | Meeting Date | 08-May-2023 | |||||||||||
ISIN | US9344231041 | Agenda | 935792451 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Li Haslett Chen | For | For | |||||||||||
2 | Kenneth W. Lowe | For | For | |||||||||||
3 | Paula A. Price | For | For | |||||||||||
4 | David M. Zaslav | For | For | |||||||||||
2. | Ratification of the appointment of PricewaterhouseCoopers LLP as Warner Bros. Discovery, Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | To vote on an advisory resolution to approve the 2022 compensation of Warner Bros. Discovery, Inc.'s named executive officers, commonly referred to as a "Say-on- Pay" vote. | Management | For | For | ||||||||||
4. | To vote on an advisory resolution to approve the frequency of future "Say-on-Pay" votes. | Management | 1 Year | For | ||||||||||
5. | To vote on a stockholder proposal regarding simple majority vote, if properly presented. | Shareholder | Against | For | ||||||||||
6. | To vote on a stockholder proposal regarding political disclosure, if properly presented. | Shareholder | Abstain | Against | ||||||||||
LOEWS CORPORATION | ||||||||||||||
Security | 540424108 | Meeting Type | Annual | |||||||||||
Ticker Symbol | L | Meeting Date | 09-May-2023 | |||||||||||
ISIN | US5404241086 | Agenda | 935791649 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1A. | Election of Director: Ann E. Berman | Management | For | For | ||||||||||
1B. | Election of Director: Joseph L. Bower | Management | For | For | ||||||||||
1C. | Election of Director: Charles D. Davidson | Management | For | For | ||||||||||
1D. | Election of Director: Charles M. Diker | Management | For | For | ||||||||||
1E. | Election of Director: Paul J. Fribourg | Management | For | For | ||||||||||
1F. | Election of Director: Walter L. Harris | Management | For | For | ||||||||||
1G. | Election of Director: Susan P. Peters | Management | For | For | ||||||||||
1H. | Election of Director: Andrew H. Tisch | Management | For | For | ||||||||||
1I. | Election of Director: James S. Tisch | Management | For | For | ||||||||||
1J. | Election of Director: Jonathan M. Tisch | Management | For | For | ||||||||||
1K. | Election of Director: Anthony Welters | Management | For | For | ||||||||||
2. | Approve, on an advisory basis, executive compensation | Management | For | For | ||||||||||
3. | Recommend, on an advisory basis, the frequency of future advisory votes on executive compensation | Management | 1 Year | For | ||||||||||
4. | Ratify Deloitte & Touche LLP as independent auditors | Management | For | For | ||||||||||
5. | Approve an amendment to Certificate of Incorporation to update exculpation provision | Management | For | For | ||||||||||
RYMAN HOSPITALITY PROPERTIES, INC. | ||||||||||||||
Security | 78377T107 | Meeting Type | Annual | |||||||||||
Ticker Symbol | RHP | Meeting Date | 11-May-2023 | |||||||||||
ISIN | US78377T1079 | Agenda | 935821024 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Rachna Bhasin | Management | For | For | ||||||||||
1b. | Election of Director: Alvin Bowles Jr. | Management | For | For | ||||||||||
1c. | Election of Director: Mark Fioravanti | Management | For | For | ||||||||||
1d. | Election of Director: William E. (Bill) Haslam | Management | For | For | ||||||||||
1e. | Election of Director: Fazal Merchant | Management | For | For | ||||||||||
1f. | Election of Director: Patrick Moore | Management | For | For | ||||||||||
1g. | Election of Director: Christine Pantoya | Management | For | For | ||||||||||
1h. | Election of Director: Robert Prather, Jr. | Management | For | For | ||||||||||
1i. | Election of Director: Colin Reed | Management | For | For | ||||||||||
1j. | Election of Director: Michael Roth | Management | For | For | ||||||||||
2. | To approve, on an advisory basis, the Company's executive compensation. | Management | For | For | ||||||||||
3. | To determine, on an advisory basis, whether we will have future advisory votes regarding our executive compensation every one year, every two years or every three years. | Management | 1 Year | For | ||||||||||
4. | To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023. | Management | For | For | ||||||||||
ZIMMER BIOMET HOLDINGS, INC. | ||||||||||||||
Security | 98956P102 | Meeting Type | Annual | |||||||||||
Ticker Symbol | ZBH | Meeting Date | 12-May-2023 | |||||||||||
ISIN | US98956P1021 | Agenda | 935784909 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Christopher B. Begley | Management | For | For | ||||||||||
1b. | Election of Director: Betsy J. Bernard | Management | For | For | ||||||||||
1c. | Election of Director: Michael J. Farrell | Management | For | For | ||||||||||
1d. | Election of Director: Robert A. Hagemann | Management | For | For | ||||||||||
1e. | Election of Director: Bryan C. Hanson | Management | For | For | ||||||||||
1f. | Election of Director: Arthur J. Higgins | Management | For | For | ||||||||||
1g. | Election of Director: Maria Teresa Hilado | Management | For | For | ||||||||||
1h. | Election of Director: Syed Jafry | Management | For | For | ||||||||||
1i. | Election of Director: Sreelakshmi Kolli | Management | For | For | ||||||||||
1j. | Election of Director: Michael W. Michelson | Management | For | For | ||||||||||
2. | Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023 | Management | For | For | ||||||||||
3. | Approve, on a non-binding advisory basis, named executive officer compensation ("Say on Pay") | Management | For | For | ||||||||||
4. | Approve, on a non-binding advisory basis, the frequency of future Say on Pay votes | Management | 1 Year | For | ||||||||||
REPUBLIC SERVICES, INC. | ||||||||||||||
Security | 760759100 | Meeting Type | Annual | |||||||||||
Ticker Symbol | RSG | Meeting Date | 12-May-2023 | |||||||||||
ISIN | US7607591002 | Agenda | 935800169 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Manuel Kadre | Management | For | For | ||||||||||
1b. | Election of Director: Tomago Collins | Management | For | For | ||||||||||
1c. | Election of Director: Michael A. Duffy | Management | For | For | ||||||||||
1d. | Election of Director: Thomas W. Handley | Management | For | For | ||||||||||
1e. | Election of Director: Jennifer M. Kirk | Management | For | For | ||||||||||
1f. | Election of Director: Michael Larson | Management | For | For | ||||||||||
1g. | Election of Director: James P. Snee | Management | For | For | ||||||||||
1h. | Election of Director: Brian S. Tyler | Management | For | For | ||||||||||
1i. | Election of Director: Jon Vander Ark | Management | For | For | ||||||||||
1j. | Election of Director: Sandra M. Volpe | Management | For | For | ||||||||||
1k. | Election of Director: Katharine B. Weymouth | Management | For | For | ||||||||||
2. | Advisory vote to approve our named executive officer compensation. | Management | For | For | ||||||||||
3. | Advisory vote on the frequency of an advisory vote to approve our Named Executive Officer Compensation. | Management | 1 Year | For | ||||||||||
4. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023. | Management | For | For | ||||||||||
UNITED STATES CELLULAR CORPORATION | ||||||||||||||
Security | 911684108 | Meeting Type | Annual | |||||||||||
Ticker Symbol | USM | Meeting Date | 16-May-2023 | |||||||||||
ISIN | US9116841084 | Agenda | 935801692 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1.1 | Election of Director: H. J. Harczak, Jr. | Management | Withheld | Against | ||||||||||
1.2 | Election of Director: G. P. Josefowicz | Management | Withheld | Against | ||||||||||
1.3 | Election of Director: C. D. Stewart | Management | Withheld | Against | ||||||||||
1.4 | Election of Director: X. D. Williams | Management | Withheld | Against | ||||||||||
2. | Ratify accountants for 2023 | Management | For | For | ||||||||||
3. | Compensation Plan for Non-Employee Directors | Management | Against | Against | ||||||||||
4. | Advisory vote to approve executive compensation | Management | For | For | ||||||||||
5. | Advisory vote on the frequency of holding an advisory vote on executive compensation | Management | 1 Year | For | ||||||||||
DRIL-QUIP, INC. | ||||||||||||||
Security | 262037104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DRQ | Meeting Date | 16-May-2023 | |||||||||||
ISIN | US2620371045 | Agenda | 935802389 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1.1 | Election of Director: Jeffrey J. Bird | Management | For | For | ||||||||||
1.2 | Election of Director: John V. Lovoi | Management | For | For | ||||||||||
2. | Approval of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | Advisory vote to approve compensation of the Company's named executive officers. | Management | For | For | ||||||||||
4. | Advisory vote on the frequency of future advisory votes to approve executive compensation. | Management | 1 Year | For | ||||||||||
HALLIBURTON COMPANY | ||||||||||||||
Security | 406216101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | HAL | Meeting Date | 17-May-2023 | |||||||||||
ISIN | US4062161017 | Agenda | 935798528 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Abdulaziz F. Al Khayyal | Management | For | For | ||||||||||
1b. | Election of Director: William E. Albrecht | Management | For | For | ||||||||||
1c. | Election of Director: M. Katherine Banks | Management | For | For | ||||||||||
1d. | Election of Director: Alan M. Bennett | Management | For | For | ||||||||||
1e. | Election of Director: Milton Carroll | Management | For | For | ||||||||||
1f. | Election of Director: Earl M. Cummings | Management | For | For | ||||||||||
1g. | Election of Director: Murry S. Gerber | Management | For | For | ||||||||||
1h. | Election of Director: Robert A. Malone | Management | For | For | ||||||||||
1i. | Election of Director: Jeffrey A. Miller | Management | For | For | ||||||||||
1j. | Election of Director: Bhavesh V. Patel | Management | For | For | ||||||||||
1k. | Election of Director: Maurice S. Smith | Management | For | For | ||||||||||
1l. | Election of Director: Janet L. Weiss | Management | For | For | ||||||||||
1m. | Election of Director: Tobi M. Edwards Young | Management | For | For | ||||||||||
2. | Ratification of Selection of Principal Independent Public Accountants. | Management | For | For | ||||||||||
3. | Advisory Approval of Executive Compensation. | Management | For | For | ||||||||||
4. | Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation. | Management | 1 Year | For | ||||||||||
5. | Approval of an Amendment to the Certificate of Incorporation Regarding Officer Exculpation. | Management | For | For | ||||||||||
6. | Approval of Miscellaneous Amendments to the Certificate of Incorporation. | Management | For | For | ||||||||||
MONDELEZ INTERNATIONAL, INC. | ||||||||||||||
Security | 609207105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | MDLZ | Meeting Date | 17-May-2023 | |||||||||||
ISIN | US6092071058 | Agenda | 935809357 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Lewis W.K. Booth | Management | For | For | ||||||||||
1b. | Election of Director: Charles E. Bunch | Management | For | For | ||||||||||
1c. | Election of Director: Ertharin Cousin | Management | For | For | ||||||||||
1d. | Election of Director: Jorge S. Mesquita | Management | For | For | ||||||||||
1e. | Election of Director: Anindita Mukherjee | Management | For | For | ||||||||||
1f. | Election of Director: Jane Hamilton Nielsen | Management | For | For | ||||||||||
1g. | Election of Director: Patrick T. Siewert | Management | For | For | ||||||||||
1h. | Election of Director: Michael A. Todman | Management | For | For | ||||||||||
1i. | Election of Director: Dirk Van de Put | Management | For | For | ||||||||||
2. | Advisory Vote to Approve Executive Compensation. | Management | For | For | ||||||||||
3. | Advisory Vote on the Frequency of Future Votes to Approve Executive Compensation. | Management | 1 Year | For | ||||||||||
4. | Ratification of the Selection of PricewaterhouseCoopers LLP as Independent Registered Public Accountants for Fiscal Year Ending December 31, 2023. | Management | For | For | ||||||||||
5. | Require Independent Chair of the Board. | Shareholder | Against | For | ||||||||||
6. | Publish Annual Benchmarks for Achieving Company's 2025 Cage-Free Egg Goal. | Shareholder | Abstain | Against | ||||||||||
7. | Adopt Public Targets to Eradicate Child Labor in Cocoa Supply Chain | Shareholder | Abstain | Against | ||||||||||
INDUS REALTY TRUST INC | ||||||||||||||
Security | 45580R103 | Meeting Type | Special | |||||||||||
Ticker Symbol | INDT | Meeting Date | 17-May-2023 | |||||||||||
ISIN | US45580R1032 | Agenda | 935834881 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | To consider and vote on a proposal to approve the merger (the "merger") of IR Merger Sub II, Inc., a Maryland corporation ("Merger Sub") and wholly owned subsidiary of IR Parent, LLC, a Delaware limited liability company ("Parent"), with and into the Company, pursuant to the Agreement and Plan of Merger, dated as of February 22, 2023, as may be amended from time to time, by and among the Company, Parent and Merger Sub (the "merger proposal"). | Management | For | For | ||||||||||
2. | To consider and vote on a proposal to approve, on a non- binding, advisory basis, the compensation that may be paid or become payable to our named executive officers in connection with the merger (the "advisory compensation proposal"). | Management | For | For | ||||||||||
3. | To consider and vote on a proposal to approve any adjournment of the special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the merger proposal (the "adjournment proposal"). | Management | For | For | ||||||||||
SINCLAIR BROADCAST GROUP, INC. | ||||||||||||||
Security | 829226109 | Meeting Type | Annual | |||||||||||
Ticker Symbol | SBGI | Meeting Date | 18-May-2023 | |||||||||||
ISIN | US8292261091 | Agenda | 935801882 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | David D. Smith | For | For | |||||||||||
2 | Frederick G. Smith | For | For | |||||||||||
3 | J. Duncan Smith | For | For | |||||||||||
4 | Robert E. Smith | For | For | |||||||||||
5 | Laurie R. Beyer | For | For | |||||||||||
6 | Benjamin S. Carson, Sr. | For | For | |||||||||||
7 | Howard E. Friedman | For | For | |||||||||||
8 | Daniel C. Keith | For | For | |||||||||||
9 | Benson E. Legg | For | For | |||||||||||
2. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm of the Company for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | Approval, by non-binding advisory vote, on our executive compensation. | Management | For | For | ||||||||||
4. | Non-binding advisory vote on the frequency of non- binding advisory votes on our executive compensation. | Management | 3 Years | For | ||||||||||
TELEPHONE AND DATA SYSTEMS, INC. | ||||||||||||||
Security | 879433829 | Meeting Type | Annual | |||||||||||
Ticker Symbol | TDS | Meeting Date | 18-May-2023 | |||||||||||
ISIN | US8794338298 | Agenda | 935815196 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1.1 | Election of Director: C. A. Davis | Management | For | For | ||||||||||
1.2 | Election of Director: G. W. Off | Management | Withheld | Against | ||||||||||
1.3 | Election of Director: W. Oosterman | Management | Withheld | Against | ||||||||||
1.4 | Election of Director: D. S. Woessner | Management | Withheld | Against | ||||||||||
2. | Ratify Accountants for 2023 | Management | For | For | ||||||||||
3. | Compensation Plan for Non-Employee Directors | Management | Against | Against | ||||||||||
4. | Advisory vote to approve executive compensation | Management | For | For | ||||||||||
5. | Advisory vote on the frequency of holding an advisory vote on executive compensation | Management | 1 Year | For | ||||||||||
6. | Shareholder proposal to recapitalize TDS' outstanding stock to have an equal vote per share | Shareholder | For | Against | ||||||||||
AMPCO-PITTSBURGH CORPORATION | ||||||||||||||
Security | 032037103 | Meeting Type | Annual | |||||||||||
Ticker Symbol | AP | Meeting Date | 18-May-2023 | |||||||||||
ISIN | US0320371034 | Agenda | 935819497 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | James J. Abel | For | For | |||||||||||
2 | Fredrick D. DiSanto | For | For | |||||||||||
3 | Darrell L. McNair | For | For | |||||||||||
4 | Stephen E. Paul | For | For | |||||||||||
2. | To approve, in a non-binding vote, the compensation of the named executive officers. | Management | For | For | ||||||||||
3. | To provide a non-binding advisory vote on the frequency of the advisory vote on the compensation of the Corporation's named executive officers. | Management | 1 Year | For | ||||||||||
4. | To approve the amendment to the Corporation's 2016 Omnibus Incentive Plan. | Management | Against | Against | ||||||||||
5. | To ratify the appointment of BDO USA, LLP as the independent registered public accounting firm for 2023. | Management | For | For | ||||||||||
HONEYWELL INTERNATIONAL INC. | ||||||||||||||
Security | 438516106 | Meeting Type | Annual | |||||||||||
Ticker Symbol | HON | Meeting Date | 19-May-2023 | |||||||||||
ISIN | US4385161066 | Agenda | 935801200 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1A. | Election of Director: Darius Adamczyk | Management | For | For | ||||||||||
1B. | Election of Director: Duncan B. Angove | Management | For | For | ||||||||||
1C. | Election of Director: William S. Ayer | Management | For | For | ||||||||||
1D. | Election of Director: Kevin Burke | Management | For | For | ||||||||||
1E. | Election of Director: D. Scott Davis | Management | For | For | ||||||||||
1F. | Election of Director: Deborah Flint | Management | For | For | ||||||||||
1G. | Election of Director: Vimal Kapur | Management | For | For | ||||||||||
1H. | Election of Director: Rose Lee | Management | For | For | ||||||||||
1I. | Election of Director: Grace D. Lieblein | Management | For | For | ||||||||||
1J. | Election of Director: Robin L. Washington | Management | For | For | ||||||||||
1K. | Election of Director: Robin Watson | Management | For | For | ||||||||||
2. | Advisory Vote to Approve Frequency of Advisory Vote on Executive Compensation. | Management | 1 Year | For | ||||||||||
3. | Advisory Vote to Approve Executive Compensation. | Management | For | For | ||||||||||
4. | Approval of Independent Accountants. | Management | For | For | ||||||||||
5. | Shareowner Proposal - Independent Board Chairman. | Shareholder | Against | For | ||||||||||
6. | Shareowner Proposal - Environmental and Health Impact Report. | Shareholder | Abstain | Against | ||||||||||
WASTE CONNECTIONS, INC. | ||||||||||||||
Security | 94106B101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | WCN | Meeting Date | 19-May-2023 | |||||||||||
ISIN | CA94106B1013 | Agenda | 935808571 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director to serve for a one-year term: Andrea E. Bertone | Management | For | For | ||||||||||
1b. | Election of Director to serve for a one-year term: Edward E. "Ned" Guillet | Management | For | For | ||||||||||
1c. | Election of Director to serve for a one-year term: Michael W. Harlan | Management | For | For | ||||||||||
1d. | Election of Director to serve for a one-year term: Larry S. Hughes | Management | For | For | ||||||||||
1e. | Election of Director to serve for a one-year term: Worthing F. Jackman | Management | Withheld | Against | ||||||||||
1f. | Election of Director to serve for a one-year term: Elise L. Jordan | Management | For | For | ||||||||||
1g. | Election of Director to serve for a one-year term: Susan "Sue" Lee | Management | For | For | ||||||||||
1h. | Election of Director to serve for a one-year term: Ronald J. Mittelstaedt | Management | For | For | ||||||||||
1i. | Election of Director to serve for a one-year term: William J. Razzouk | Management | For | For | ||||||||||
2. | Say-on-Pay - Approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in the proxy statement. | Management | For | For | ||||||||||
3. | Say-When-on-Pay - Approve, on a nonbinding, advisory basis, holding future Say-on-Pay advisory votes every year, every two years, or every three years. | Management | 1 Year | For | ||||||||||
4. | Appoint Grant Thornton LLP as the Company's independent registered public accounting firm for 2023 and authorize the Company's Board of Directors to fix the remuneration of the independent registered public accounting firm. | Management | For | For | ||||||||||
BOLLORE SE | ||||||||||||||
Security | F10659260 | Meeting Type | MIX | |||||||||||
Ticker Symbol | Meeting Date | 24-May-2023 | ||||||||||||
ISIN | FR0000039299 | Agenda | 717144048 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
CMMT | INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN- INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE-PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION-LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE-OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE-REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
CMMT | FOR SHAREHOLDERS NOT HOLDING SHARES DIRECTLY WITH A FRENCH CUSTODIAN, VOTING- INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE-DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY-CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT | Non-Voting | ||||||||||||
CMMT | FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID VOTING OPTION. FOR ANY ADDITIONAL- RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO-'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING-INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN | Non-Voting | ||||||||||||
CMMT | VOTING MUST BE LODGED WITH SHAREHOLDER DETAILS AS PROVIDED BY YOUR CUSTODIAN- BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE- REJECTED | Non-Voting | ||||||||||||
CMMT | FOR SHAREHOLDERS HOLDING SHARES DIRECTLY REGISTERED IN THEIR OWN NAME ON THE- COMPANY SHARE REGISTER, YOU SHOULD RECEIVE A PROXY CARD/VOTING FORM DIRECTLY- FROM THE ISSUER. PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO THE ISSUER VIA THE-PROXY CARD/VOTING FORM, DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE-SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY BE REJECTED | Non-Voting | ||||||||||||
1 | APPROVAL OF THE ANNUAL FINANCIAL STATEMENTS FOR THE 2022 FISCAL YEAR | Management | No Action | |||||||||||
2 | APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2022 FISCAL YEAR | Management | No Action | |||||||||||
3 | ALLOCATION OF EARNINGS | Management | No Action | |||||||||||
4 | APPROVAL OF REGULATED AGREEMENTS AND COMMITMENTS | Management | No Action | |||||||||||
5 | RENEWAL OF THE TERM OF OFFICE OF A DIRECTOR | Management | No Action | |||||||||||
6 | AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO ACQUIRE COMPANY SHARES | Management | No Action | |||||||||||
7 | APPROVAL OF THE INFORMATION REFERRED TO IN ARTICLE L. 22-10-9 I OF THE FRENCH COMMERCIAL CODE AS PRESENTED IN THE REPORT ON CORPORATE GOVERNANCE - EX POST SAY ON PAY | Management | No Action | |||||||||||
8 | APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF TOTAL COMPENSATION AND BENEFITS OF ANY KIND PAID DURING THE PREVIOUS FISCAL YEAR OR GRANTED DURING THE SAME PERIOD TO CYRILLE BOLLOR FOR HIS SERVICE AS CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF THE COMPANY - EX POST SAY ON PAY | Management | No Action | |||||||||||
9 | APPROVAL OF THE COMPENSATION POLICY FOR DIRECTORS ESTABLISHED BY THE BOARD OF DIRECTORS - EX-ANTE VOTE | Management | No Action | |||||||||||
10 | APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER ESTABLISHED BY THE BOARD OF DIRECTORS - EX- ANTE VOTE | Management | No Action | |||||||||||
11 | DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING ORDINARY SHARES OR ANY SECURITIES GIVING IMMEDIATE OR FUTURE ACCESS TO THE SHARE CAPITAL, WITH PREFERENTIAL SUBSCRIPTION RIGHTS OF THE SHAREHOLDERS | Management | No Action | |||||||||||
12 | DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO CARRY OUT AN INCREASE IN SHARE CAPITAL BY ISSUING ORDINARY SHARES TO BE PAID UP BY INCORPORATION OF RESERVES, PROFITS OR PREMIUMS OR BY RAISING THE PAR VALUE | Management | No Action | |||||||||||
13 | DELEGATION OF POWER GRANTED TO THE BOARD OF DIRECTORS TO CARRY OUT A CAPITAL INCREASE LIMITED TO 10 % OF THE CAPITAL INTENDED TO COMPENSATE CONTRIBUTIONS OF SECURITIES GIVING ACCESS TO THE SHARE CAPITAL | Management | No Action | |||||||||||
14 | DELEGATION OF AUTHORITY TO BE GIVEN TO THE BOARD OF DIRECTORS TO ISSUE SHARES OR SECURITIES GIVING ACCESS IMMEDIATELY OR IN THE FUTURE TO THE SHARE CAPITAL BY REMUNERATING SECURITIES CONTRIBUTED AS PART OF A PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY | Management | No Action | |||||||||||
15 | DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO CARRY OUT A CAPITAL INCREASE BY ISSUING SHARES RESERVED FOR EMPLOYEES WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS | Management | No Action | |||||||||||
16 | AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL THROUGH THE CANCELLATION OF SHARES PREVIOUSLY REPURCHASED AS PART OF A SHARE BUYBACK PROGRAM | Management | No Action | |||||||||||
17 | AMENDMENTS TO ARTICLE 12 OF THE BYLAWS TO ENABLE THE IMPLEMENTATION OF THE STAGGERING OF DIRECTORSHIPS | Management | No Action | |||||||||||
18 | POWERS FOR FORMALITIES | Management | No Action | |||||||||||
CMMT | 03 MAY 2023: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINKS:- https://www.journal- officiel.gouv.fr/telechargements/BALO/pdf/2023/0324/202 303-242300635.pdf AND-https://www.journal- officiel.gouv.fr/telechargements/BALO/pdf/2023/0503/202 305-032301090.pdf AND PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF-UPDATED BALO LINK. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE-AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
CMMT | PLEASE NOTE SHARE BLOCKING WILL APPLY FOR ANY VOTED POSITIONS SETTLING-THROUGH EUROCLEAR BANK | Non-Voting | ||||||||||||
CMMT | PLEASE NOTE THAT IF YOU HOLD CREST DEPOSITORY INTERESTS (CDIS) AND-PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN)-WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW-ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS-TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE.-ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM.-THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON-RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES)-UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED- AVAILABILITY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED-POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM.-BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR-VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE | Non-Voting | ||||||||||||
THE NECESSARY ACTION WHICH WILL-INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR-CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE-CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM-YOU | ||||||||||||||
DUPONT DE NEMOURS, INC. | ||||||||||||||
Security | 26614N102 | Meeting Type | Annual | |||||||||||
Ticker Symbol | DD | Meeting Date | 24-May-2023 | |||||||||||
ISIN | US26614N1028 | Agenda | 935808444 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Amy G. Brady | Management | For | For | ||||||||||
1b. | Election of Director: Edward D. Breen | Management | For | For | ||||||||||
1c. | Election of Director: Ruby R. Chandy | Management | For | For | ||||||||||
1d. | Election of Director: Terrence R. Curtin | Management | For | For | ||||||||||
1e. | Election of Director: Alexander M. Cutler | Management | For | For | ||||||||||
1f. | Election of Director: Eleuthère I. du Pont | Management | For | For | ||||||||||
1g. | Election of Director: Kristina M. Johnson | Management | For | For | ||||||||||
1h. | Election of Director: Luther C. Kissam | Management | For | For | ||||||||||
1i. | Election of Director: Frederick M. Lowery | Management | For | For | ||||||||||
1j. | Election of Director: Raymond J. Milchovich | Management | For | For | ||||||||||
1k. | Election of Director: Deanna M. Mulligan | Management | For | For | ||||||||||
1l. | Election of Director: Steven M. Sterin | Management | For | For | ||||||||||
2. | Advisory Resolution to Approve Executive Compensation | Management | For | For | ||||||||||
3. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023 | Management | For | For | ||||||||||
4. | Independent Board Chair | Shareholder | Against | For | ||||||||||
GARRETT MOTION INC. | ||||||||||||||
Security | 366505105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | GTX | Meeting Date | 24-May-2023 | |||||||||||
ISIN | US3665051054 | Agenda | 935817861 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Daniel Ninivaggi | Management | For | For | ||||||||||
1b. | Election of Director: Olivier Rabiller | Management | For | For | ||||||||||
1c. | Election of Director: Kevin Mahony | Management | For | For | ||||||||||
1d. | Election of Director: D'aun Norman | Management | For | For | ||||||||||
1e. | Election of Director: John Petry | Management | For | For | ||||||||||
1f. | Election of Director: Tina Pierce | Management | For | For | ||||||||||
1g. | Election of Director: Robert Shanks | Management | For | For | ||||||||||
1h. | Election of Director: Julia Steyn | Management | For | For | ||||||||||
1i. | Election of Director: Steven Tesoriere | Management | For | For | ||||||||||
2. | The ratification of the appointment of Deloitte SA as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | The approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement. | Management | For | For | ||||||||||
GARRETT MOTION INC. | ||||||||||||||
Security | 366505204 | Meeting Type | Annual | |||||||||||
Ticker Symbol | GTXAP | Meeting Date | 24-May-2023 | |||||||||||
ISIN | US3665052045 | Agenda | 935817861 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Daniel Ninivaggi | Management | For | For | ||||||||||
1b. | Election of Director: Olivier Rabiller | Management | For | For | ||||||||||
1c. | Election of Director: Kevin Mahony | Management | For | For | ||||||||||
1d. | Election of Director: D'aun Norman | Management | For | For | ||||||||||
1e. | Election of Director: John Petry | Management | For | For | ||||||||||
1f. | Election of Director: Tina Pierce | Management | For | For | ||||||||||
1g. | Election of Director: Robert Shanks | Management | For | For | ||||||||||
1h. | Election of Director: Julia Steyn | Management | For | For | ||||||||||
1i. | Election of Director: Steven Tesoriere | Management | For | For | ||||||||||
2. | The ratification of the appointment of Deloitte SA as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | The approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement. | Management | For | For | ||||||||||
SINCLAIR BROADCAST GROUP, INC. | ||||||||||||||
Security | 829226109 | Meeting Type | Special | |||||||||||
Ticker Symbol | SBGI | Meeting Date | 24-May-2023 | |||||||||||
ISIN | US8292261091 | Agenda | 935849058 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | Proposal to approve the Agreement of Share Exchange and Plan of Reorganization among Sinclair Broadcast Group, Inc., Sinclair, Inc. and Sinclair Holdings, LLC and the share exchange described therein. | Management | For | For | ||||||||||
FLOWSERVE CORPORATION | ||||||||||||||
Security | 34354P105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | FLS | Meeting Date | 25-May-2023 | |||||||||||
ISIN | US34354P1057 | Agenda | 935806109 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: R. Scott Rowe | Management | For | For | ||||||||||
1b. | Election of Director: Sujeet Chand | Management | For | For | ||||||||||
1c. | Election of Director: Ruby R. Chandy | Management | For | For | ||||||||||
1d. | Election of Director: Gayla J. Delly | Management | For | For | ||||||||||
1e. | Election of Director: John R. Friedery | Management | For | For | ||||||||||
1f. | Election of Director: John L. Garrison | Management | For | For | ||||||||||
1g. | Election of Director: Michael C. McMurray | Management | For | For | ||||||||||
1h. | Election of Director: Thomas B. Okray | Management | For | For | ||||||||||
1i. | Election of Director: David E. Roberts | Management | For | For | ||||||||||
1j. | Election of Director: Kenneth I. Siegel | Management | For | For | ||||||||||
1k. | Election of Director: Carlyn R. Taylor | Management | For | For | ||||||||||
2. | Advisory vote to approve named executive officer compensation. | Management | For | For | ||||||||||
3. | Advisory vote on the frequency of future advisory votes on executive compensation. | Management | 1 Year | For | ||||||||||
4. | Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company's independent auditor for 2023. | Management | For | For | ||||||||||
5. | Shareholder proposal to eliminate certain ownership requirements to call a special shareholder meeting. | Shareholder | Against | For | ||||||||||
META PLATFORMS, INC. | ||||||||||||||
Security | 30303M102 | Meeting Type | Annual | |||||||||||
Ticker Symbol | META | Meeting Date | 31-May-2023 | |||||||||||
ISIN | US30303M1027 | Agenda | 935830960 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Peggy Alford | For | For | |||||||||||
2 | Marc L. Andreessen | For | For | |||||||||||
3 | Andrew W. Houston | For | For | |||||||||||
4 | Nancy Killefer | For | For | |||||||||||
5 | Robert M. Kimmitt | For | For | |||||||||||
6 | Sheryl K. Sandberg | For | For | |||||||||||
7 | Tracey T. Travis | For | For | |||||||||||
8 | Tony Xu | For | For | |||||||||||
9 | Mark Zuckerberg | For | For | |||||||||||
2. | To ratify the appointment of Ernst & Young LLP as Meta Platforms, Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
3. | A shareholder proposal regarding government takedown requests. | Shareholder | Abstain | Against | ||||||||||
4. | A shareholder proposal regarding dual class capital structure. | Shareholder | Against | For | ||||||||||
5. | A shareholder proposal regarding human rights impact assessment of targeted advertising. | Shareholder | Abstain | Against | ||||||||||
6. | A shareholder proposal regarding report on lobbying disclosures. | Shareholder | Abstain | Against | ||||||||||
7. | A shareholder proposal regarding report on allegations of political entanglement and content management biases in India. | Shareholder | Abstain | Against | ||||||||||
8. | A shareholder proposal regarding report on framework to assess company lobbying alignment with climate goals. | Shareholder | Abstain | Against | ||||||||||
9. | A shareholder proposal regarding report on reproductive rights and data privacy. | Shareholder | Abstain | Against | ||||||||||
10. | A shareholder proposal regarding report on enforcement of Community Standards and user content. | Shareholder | Abstain | Against | ||||||||||
11. | A shareholder proposal regarding report on child safety impacts and actual harm reduction to children. | Shareholder | Abstain | Against | ||||||||||
12. | A shareholder proposal regarding report on pay calibration to externalized costs. | Shareholder | Against | For | ||||||||||
13. | A shareholder proposal regarding performance review of the audit & risk oversight committee. | Shareholder | Against | For | ||||||||||
CRANE NXT, CO. | ||||||||||||||
Security | 224441105 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CXT | Meeting Date | 05-Jun-2023 | |||||||||||
ISIN | US2244411052 | Agenda | 935844274 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1.1 | Election of Director: Michael Dinkins | Management | For | For | ||||||||||
1.2 | Election of Director: William Grogan | Management | For | For | ||||||||||
1.3 | Election of Director: Cristen Kogl | Management | For | For | ||||||||||
1.4 | Election of Director: Ellen McClain | Management | For | For | ||||||||||
1.5 | Election of Director: Max H. Mitchell | Management | For | For | ||||||||||
1.6 | Election of Director: Aaron W. Saak | Management | For | For | ||||||||||
1.7 | Election of Director: John S. Stroup | Management | For | For | ||||||||||
1.8 | Election of Director: James L. L. Tullis | Management | For | For | ||||||||||
2. | Ratification of the selection of Deloitte & Touche LLP as the Company's independent auditors for 2023. | Management | For | For | ||||||||||
3. | Say on Pay - An advisory vote to approve the compensation paid to certain executive officers. | Management | For | For | ||||||||||
4. | Say on Frequency - An advisory vote to approve the frequency with which we will ask stockholders to approve the compensation paid to certain executive officers. | Management | 1 Year | For | ||||||||||
FREEPORT-MCMORAN INC. | ||||||||||||||
Security | 35671D857 | Meeting Type | Annual | |||||||||||
Ticker Symbol | FCX | Meeting Date | 06-Jun-2023 | |||||||||||
ISIN | US35671D8570 | Agenda | 935831493 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: David P. Abney | Management | For | For | ||||||||||
1b. | Election of Director: Richard C. Adkerson | Management | For | For | ||||||||||
1c. | Election of Director: Marcela E. Donadio | Management | For | For | ||||||||||
1d. | Election of Director: Robert W. Dudley | Management | For | For | ||||||||||
1e. | Election of Director: Hugh Grant | Management | For | For | ||||||||||
1f. | Election of Director: Lydia H. Kennard | Management | For | For | ||||||||||
1g. | Election of Director: Ryan M. Lance | Management | For | For | ||||||||||
1h. | Election of Director: Sara Grootwassink Lewis | Management | For | For | ||||||||||
1i. | Election of Director: Dustan E. McCoy | Management | For | For | ||||||||||
1j. | Election of Director: Kathleen L. Quirk | Management | For | For | ||||||||||
1k. | Election of Director: John J. Stephens | Management | For | For | ||||||||||
1l. | Election of Director: Frances Fragos Townsend | Management | For | For | ||||||||||
2. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | ||||||||||
3. | Approval, on an advisory basis, of the frequency of future advisory votes on the compensation of our named executive officers. | Management | 1 Year | For | ||||||||||
4. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023. | Management | For | For | ||||||||||
LIBERTY BROADBAND CORPORATION | ||||||||||||||
Security | 530307107 | Meeting Type | Annual | |||||||||||
Ticker Symbol | LBRDA | Meeting Date | 06-Jun-2023 | |||||||||||
ISIN | US5303071071 | Agenda | 935833815 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | John C. Malone | For | For | |||||||||||
2 | Gregg L. Engles | For | For | |||||||||||
3 | John E. Welsh III | For | For | |||||||||||
2. | The auditors ratification proposal, to ratify the selection of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
LIBERTY MEDIA CORPORATION | ||||||||||||||
Security | 531229706 | Meeting Type | Annual | |||||||||||
Ticker Symbol | BATRA | Meeting Date | 06-Jun-2023 | |||||||||||
ISIN | US5312297063 | Agenda | 935833877 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Derek Chang | For | For | |||||||||||
2 | Evan D. Malone | For | For | |||||||||||
3 | Larry E. Romrell | For | For | |||||||||||
2. | The auditors ratification proposal, to ratify the selection of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||||
RESIDEO TECHNOLOGIES, INC. | ||||||||||||||
Security | 76118Y104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | REZI | Meeting Date | 07-Jun-2023 | |||||||||||
ISIN | US76118Y1047 | Agenda | 935843246 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Roger Fradin | Management | For | For | ||||||||||
1b. | Election of Director: Jay Geldmacher | Management | For | For | ||||||||||
1c. | Election of Director: Paul Deninger | Management | For | For | ||||||||||
1d. | Election of Director: Cynthia Hostetler | Management | For | For | ||||||||||
1e. | Election of Director: Brian Kushner | Management | For | For | ||||||||||
1f. | Election of Director: Jack Lazar | Management | For | For | ||||||||||
1g. | Election of Director: Nina Richardson | Management | For | For | ||||||||||
1h. | Election of Director: Andrew Teich | Management | For | For | ||||||||||
1i. | Election of Director: Sharon Wienbar | Management | For | For | ||||||||||
1j. | Election of Director: Kareem Yusuf | Management | For | For | ||||||||||
2. | Advisory Vote to Approve Executive Compensation. | Management | For | For | ||||||||||
3. | Ratification of the Appointment of Independent Registered Public Accounting Firm. | Management | For | For | ||||||||||
4. | Approval of the Amended and Restated 2018 Stock Incentive Plan of Resideo Technologies, Inc. and its Affiliates. | Management | Against | Against | ||||||||||
5. | Shareholder Proposal Regarding Shareholder Ratification of Termination Pay. | Shareholder | Against | For | ||||||||||
COMCAST CORPORATION | ||||||||||||||
Security | 20030N101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | CMCSA | Meeting Date | 07-Jun-2023 | |||||||||||
ISIN | US20030N1019 | Agenda | 935845492 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Kenneth J. Bacon | For | For | |||||||||||
2 | Thomas J. Baltimore Jr. | For | For | |||||||||||
3 | Madeline S. Bell | For | For | |||||||||||
4 | Edward D. Breen | For | For | |||||||||||
5 | Gerald L. Hassell | For | For | |||||||||||
6 | Jeffrey A. Honickman | For | For | |||||||||||
7 | Maritza G. Montiel | For | For | |||||||||||
8 | Asuka Nakahara | For | For | |||||||||||
9 | David C. Novak | For | For | |||||||||||
10 | Brian L. Roberts | For | For | |||||||||||
2. | Ratification of the appointment of our independent auditors. | Management | For | For | ||||||||||
3. | Approval of Comcast Corporation 2023 Omnibus Equity Incentive Plan. | Management | Against | Against | ||||||||||
4. | Approval of Amended and Restated Comcast Corporation 2002 Employee Stock Purchase Plan. | Management | For | For | ||||||||||
5. | Advisory vote on executive compensation. | Management | For | For | ||||||||||
6. | Advisory vote on the frequency of the vote on executive compensation. | Management | 1 Year | For | ||||||||||
7. | To perform independent racial equity audit. | Shareholder | Abstain | Against | ||||||||||
8. | To report on climate risk in default retirement plan options. | Shareholder | Abstain | Against | ||||||||||
9. | To set different greenhouse gas emissions reduction targets. | Shareholder | Abstain | Against | ||||||||||
10. | To report on political contributions and company values alignment. | Shareholder | Abstain | Against | ||||||||||
11. | To report on business in China. | Shareholder | Abstain | Against | ||||||||||
LIBERTY GLOBAL PLC | ||||||||||||||
Security | G5480U104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | LBTYA | Meeting Date | 14-Jun-2023 | |||||||||||
ISIN | GB00B8W67662 | Agenda | 935857649 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
O1 | Elect Miranda Curtis CMG as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2026 or until a successor in interest is appointed. | Management | For | For | ||||||||||
O2 | Elect J David Wargo as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2026 or until a successor in interest is appointed. | Management | For | For | ||||||||||
O3 | Approve, on an advisory basis, the annual report on the implementation of the directors' compensation policy for the year ended December 31, 2022, contained in Appendix A of the proxy statement (in accordance with requirements applicable to U.K. companies). | Management | For | For | ||||||||||
O4 | Approve the director's compensation policy contained in Appendix A of Liberty Global's proxy statement for the 2023 AGM (in accordance with requirements applicable to U.K. companies) to be effective as of the date of the 2023 AGM. | Management | For | For | ||||||||||
O5 | Approve, on an advisory basis, the compensation of the named executive officers, as disclosed in Liberty Global's proxy statement for the 2023 AGM pursuant to the compensation disclosure rules of the Securities and Exchange Commission, under the heading 'Executive Officers and Directors Compensation'. | Management | For | For | ||||||||||
O6 | Ratify the appointment of KPMG LLP (U.S.) as Liberty Global's independent auditor for the year ending December 31, 2023. | Management | For | For | ||||||||||
O7 | Appoint KPMG LLP (U.K.) as Liberty Global's U.K. statutory auditor under the U.K. Companies Act 2006 (the Companies Act) (to hold office until the conclusion of the next annual general meeting at which accounts are laid before Liberty Global). | Management | For | For | ||||||||||
O8 | Authorize the audit committee of Liberty Global's board of directors to determine the U.K. statutory auditor's compensation. | Management | For | For | ||||||||||
O9 | To authorize Liberty Global's board of directors in accordance with Section 551 of the Companies Act to exercise all the powers to allot shares in Liberty Global and to grant rights to subscribe for or to convert any security into shares of Liberty Global. | Management | For | For | ||||||||||
S10 | Authorize Liberty Global's board of directors in accordance with Section 570 of the Companies Act to allot equity securities (as defined in Section 560 of the Companies Act) pursuant to the authority contemplated by Resolution 9 for cash, without the rights of preemption provided by Section 561 of the Companies Act. | Management | Abstain | Against | ||||||||||
O11 | Authorize Liberty Global and its subsidiaries to make political donations to political parties, independent election candidates and/or political organizations other than political parties and/or incur political expenditures of up to $1,000,000 under the Companies Act. | Management | For | For | ||||||||||
O12 | Approve the form agreements and counterparties pursuant to which Liberty Global may conduct the purchase of its ordinary shares in the capital of Liberty Global and authorize all or any of Liberty Global's directors and senior officers to enter into, complete and make purchases of ordinary shares in the capital of Liberty Global pursuant to the form of agreements and with any of the approved counterparties, which approvals will expire on the fifth anniversary of the 2023 AGM. | Management | For | For | ||||||||||
O13 | Approve the Liberty Global 2023 Incentive Plan. | Management | Against | Against | ||||||||||
AMC NETWORKS INC | ||||||||||||||
Security | 00164V103 | Meeting Type | Annual | |||||||||||
Ticker Symbol | AMCX | Meeting Date | 15-Jun-2023 | |||||||||||
ISIN | US00164V1035 | Agenda | 935857891 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1. | DIRECTOR | Management | ||||||||||||
1 | Matthew C. Blank | For | For | |||||||||||
2 | Joseph M. Cohen | For | For | |||||||||||
3 | Debra G. Perelman | For | For | |||||||||||
4 | Leonard Tow | For | For | |||||||||||
5 | Carl E. Vogel | For | For | |||||||||||
2. | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for 2023 | Management | For | For | ||||||||||
3. | Advisory vote on Named Executive Officer compensation | Management | For | For | ||||||||||
4. | Vote on stockholder proposal regarding a policy on executive stock retention | Management | Against | For | ||||||||||
SONY GROUP CORPORATION | ||||||||||||||
Security | 835699307 | Meeting Type | Annual | |||||||||||
Ticker Symbol | SONY | Meeting Date | 20-Jun-2023 | |||||||||||
ISIN | US8356993076 | Agenda | 935876714 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1a. | Election of Director: Kenichiro Yoshida | Management | For | For | ||||||||||
1b. | Election of Director: Hiroki Totoki | Management | For | For | ||||||||||
1c. | Election of Director: Yoshihiko Hatanaka | Management | For | For | ||||||||||
1d. | Election of Director: Toshiko Oka | Management | For | For | ||||||||||
1e. | Election of Director: Sakie Akiyama | Management | For | For | ||||||||||
1f. | Election of Director: Wendy Becker | Management | For | For | ||||||||||
1g. | Election of Director: Keiko Kishigami | Management | For | For | ||||||||||
1h. | Election of Director: Joseph A. Kraft Jr. | Management | For | For | ||||||||||
1i. | Election of Director: Neil Hunt | Management | For | For | ||||||||||
1j. | Election of Director: William Morrow | Management | For | For | ||||||||||
2. | To issue Stock Acquisition Rights for the purpose of granting stock options. | Management | For | For | ||||||||||
TELESAT CORPORATION | ||||||||||||||
Security | 879512309 | Meeting Type | Annual | |||||||||||
Ticker Symbol | TSAT | Meeting Date | 22-Jun-2023 | |||||||||||
ISIN | CA8795123097 | Agenda | 935876384 - Management | |||||||||||
Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||||
1 | DIRECTOR | Management | ||||||||||||
1 | Michael Boychuk | Withheld | Against | |||||||||||
2 | Jason A. Caloras | Withheld | Against | |||||||||||
3 | Jane Craighead | Withheld | Against | |||||||||||
4 | Richard Fadden | Withheld | Against | |||||||||||
5 | Daniel S. Goldberg | For | For | |||||||||||
6 | Henry (Hank) Intven | Withheld | Against | |||||||||||
7 | David Morin | Withheld | Against | |||||||||||
8 | Dr. Mark H. Rachesky | Withheld | Against | |||||||||||
9 | Guthrie Stewart | Withheld | Against | |||||||||||
10 | Michael B. Targoff | Withheld | Against | |||||||||||
2 | Appointment of Deloitte LLP Chartered Professional Accountants as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. | Management | For | For | ||||||||||
3 | The undersigned certifies that it has made reasonable inquiries as to the Canadian status of the registered holder and the beneficial owner of the shares represented by this voting instruction form and has read the definitions set out below so as to make an accurate Declaration of Canadian status. The undersigned hereby certifies that the shares or units represented by this voting instruction form are (check one box based on the definitions set out below): NOTE: "FOR" = CANADIAN, "ABSTAIN" = NON-CANADIAN HOLDER and if not marked will be as AGAINST. | Management | Abstain | Against |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant | The Gabelli Value 25 Fund Inc. |
By (Signature and Title)* | /s/ John C. Ball |
John C. Ball, President and Principal Executive Officer |
Date | August 25, 2023 |
*Print the name and title of each signing officer under his or her signature.