UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-5962
NAME OF REGISTRANT: VANGUARD VARIABLE INSURANCE FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: ANNE E. ROBINSON
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: DECEMBER 31
DATE OF REPORTING PERIOD: JULY 1, 2018 - JUNE 30, 2019
FUND: VANGUARD VARIABLE INSURANCE FUND-DIVERSIFIED VALUE PORTFOLIO
ISSUER: Air Products & Chemicals, Inc. TICKER: APD CUSIP: 009158106 MEETING DATE: 1/24/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR SUSAN K. CARTER ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR CHARLES I. COGUT ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR SEIFI GHASEMI ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR CHADWICK C. DEATON ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR DAVID H. Y. HO ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR MARGARET G. MCGLYNN ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR EDWARD L. MONSER ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR MATTHEW H. PAULL ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICER COMPENSATION PROPOSAL #3: RATIFY DELOITTE & TOUCHE LLP AS AUDITORS ISSUER YES FOR FOR
ISSUER: American Express Company TICKER: AXP CUSIP: 025816109 MEETING DATE: 5/7/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR CHARLENE BARSHEFSKY ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR JOHN J. BRENNAN ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR PETER CHERNIN ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR RALPH DE LA VEGA ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR ANNE LAUVERGEON ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR MICHAEL O. LEAVITT ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR THEODORE J. LEONSIS ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR STEPHEN J. SQUERI ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR DANIEL L. VASELLA ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR RONALD A. WILLIAMS ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR CHRISTOPHER D. YOUNG ISSUER YES FOR FOR PROPOSAL #2: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: PROVIDE RIGHT TO ACT BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR PROPOSAL #5: ADJUST EXECUTIVE COMPENSATION METRICS SHAREHOLDER YES AGAINST FOR FOR SHARE BUYBACKS PROPOSAL #6: REPORT ON GENDER PAY GAP SHAREHOLDER YES AGAINST FOR
ISSUER: American International Group, Inc. TICKER: AIG CUSIP: 026874784 MEETING DATE: 5/21/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR W. DON CORNWELL ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR BRIAN DUPERREAULT ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JOHN H. FITZPATRICK ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR WILLIAM G. JURGENSEN ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR CHRISTOPHER S. LYNCH ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR HENRY S. MILLER ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR LINDA A. MILLS ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR THOMAS F. MOTAMED ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR SUZANNE NORA JOHNSON ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR PETER R. PORRINO ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR AMY L. SCHIOLDAGER ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR DOUGLAS M. STEENLAND ISSUER YES FOR FOR PROPOSAL #1m: ELECT DIRECTOR THERESE M. VAUGHAN ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: ADVISORY VOTE ON SAY ON PAY FREQUENCY ISSUER YES ONE YEAR FOR PROPOSAL #4: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #5: REDUCE OWNERSHIP THRESHOLD FOR SHAREHOLDER YES AGAINST FOR SHAREHOLDERS TO CALL SPECIAL MEETING
ISSUER: AT&T Inc. TICKER: T CUSIP: 00206R102 MEETING DATE: 4/26/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR RANDALL L. STEPHENSON ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR SAMUEL A. DI PIAZZA, ISSUER YES FOR FOR JR. PROPOSAL #1.3: ELECT DIRECTOR RICHARD W. FISHER ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR SCOTT T. FORD ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR GLENN H. HUTCHINS ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR WILLIAM E. KENNARD ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR MICHAEL B. MCCALLISTER ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR BETH E. MOONEY ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR MATTHEW K. ROSE ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR CYNTHIA B. TAYLOR ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR LAURA D'ANDREA TYSON ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR GEOFFREY Y. YANG ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR
ISSUER: BP Plc TICKER: BP CUSIP: G12793108 MEETING DATE: 5/21/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: ACCEPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR STATUTORY REPORTS PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR PROPOSAL #3: RE-ELECT BOB DUDLEY AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #4: RE-ELECT BRIAN GILVARY AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #5: RE-ELECT NILS ANDERSEN AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #6: RE-ELECT DAME ALISON CARNWATH AS ISSUER YES FOR FOR DIRECTOR PROPOSAL #7: ELECT PAMELA DALEY AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #8: RE-ELECT IAN DAVIS AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #9: RE-ELECT DAME ANN DOWLING AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #10: ELECT HELGE LUND AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #11: RE-ELECT MELODY MEYER AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #12: RE-ELECT BRENDAN NELSON AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #13: RE-ELECT PAULA REYNOLDS AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #14: RE-ELECT SIR JOHN SAWERS AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #15: REAPPOINT DELOITTE LLP AS AUDITORS AND ISSUER YES FOR FOR AUTHORISE THEIR REMUNERATION PROPOSAL #16: AUTHORISE EU POLITICAL DONATIONS AND ISSUER YES FOR FOR EXPENDITURE PROPOSAL #17: AUTHORISE ISSUE OF EQUITY ISSUER YES FOR FOR PROPOSAL #18: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR EMPTIVE RIGHTS PROPOSAL #19: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR EMPTIVE RIGHTS IN CONNECTION WITH AN ACQUISITION OR OTHER CAPITAL INVESTMENT PROPOSAL #20: AUTHORISE MARKET PURCHASE OF ORDINARY ISSUER YES FOR FOR SHARES PROPOSAL #21: AUTHORISE THE COMPANY TO CALL GENERAL ISSUER YES FOR FOR MEETING WITH TWO WEEKS' NOTICE PROPOSAL #22: APPROVE THE CLIMATE ACTION 100+ SHAREHOLDER YES FOR FOR SHAREHOLDER RESOLUTION ON CLIMATE CHANGE DISCLOSURES PROPOSAL #23: APPROVE THE FOLLOW THIS SHAREHOLDER SHAREHOLDER YES AGAINST FOR RESOLUTION ON CLIMATE CHANGE TARGETS
ISSUER: Cardinal Health, Inc. TICKER: CAH CUSIP: 14149Y108 MEETING DATE: 11/7/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR COLLEEN F. ARNOLD ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR CARRIE S. COX ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR CALVIN DARDEN ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR BRUCE L. DOWNEY ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR PATRICIA A. HEMINGWAY ISSUER YES FOR FOR HALL PROPOSAL #1.6: ELECT DIRECTOR AKHIL JOHRI ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR MICHAEL C. KAUFMANN ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR GREGORY B. KENNY ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR NANCY KILLEFER ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: POLICY TO NOT EXCLUDE LEGAL AND SHAREHOLDER YES AGAINST FOR COMPLIANCE COSTS FOR PURPOSES OF DETERMINING EXECUTIVE COMPENSATION PROPOSAL #5: REDUCE OWNERSHIP THRESHOLD FOR SHAREHOLDER YES AGAINST FOR SHAREHOLDERS TO CALL SPECIAL MEETING
ISSUER: Chevron Corporation TICKER: CVX CUSIP: 166764100 MEETING DATE: 5/29/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR WANDA M. AUSTIN ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR JOHN B. FRANK ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR ALICE P. GAST ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR ENRIQUE HERNANDEZ, JR. ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR CHARLES W. MOORMAN, IV ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR DAMBISA F. MOYO ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR DEBRA REED-KLAGES ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR RONALD D. SUGAR ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR INGE G. THULIN ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR D. JAMES UMPLEBY, III ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR MICHAEL K. WIRTH ISSUER YES FOR FOR PROPOSAL #2: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: REPORT ON HUMAN RIGHT TO WATER SHAREHOLDER YES AGAINST FOR PROPOSAL #5: REPORT ON PLANS TO REDUCE CARBON SHAREHOLDER YES AGAINST FOR FOOTPRINT ALIGNED WITH PARIS AGREEMENT GOALS PROPOSAL #6: ESTABLISH ENVIRONMENTAL ISSUE BOARD SHAREHOLDER YES AGAINST FOR COMMITTEE PROPOSAL #7: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR PROPOSAL #8: REDUCE OWNERSHIP THRESHOLD FOR SHAREHOLDER YES AGAINST FOR SHAREHOLDERS TO CALL SPECIAL MEETING
ISSUER: Cigna Corporation TICKER: CI CUSIP: 125523100 MEETING DATE: 4/24/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR DAVID M. CORDANI ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR WILLIAM J. DELANEY ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR ERIC J. FOSS ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR ELDER GRANGER ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR ISAIAH HARRIS, JR. ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR ROMAN MARTINEZ, IV ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR KATHLEEN M. MAZZARELLA ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR MARK B. MCCLELLAN ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR JOHN M. PARTRIDGE ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR WILLIAM L. ROPER ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR ERIC C. WISEMAN ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR DONNA F. ZARCONE ISSUER YES FOR FOR PROPOSAL #1.13: ELECT DIRECTOR WILLIAM D. ZOLLARS ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #4: PROVIDE RIGHT TO ACT BY WRITTEN CONSENT SHAREHOLDER YES FOR AGAINST PROPOSAL #6: REPORT ON GENDER PAY GAP SHAREHOLDER YES AGAINST FOR
ISSUER: Comcast Corporation TICKER: CMCSA CUSIP: 20030N101 MEETING DATE: 6/5/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR KENNETH J. BACON ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR MADELINE S. BELL ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR SHELDON M. BONOVITZ ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR EDWARD D. BREEN ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR GERALD L. HASSELL ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR JEFFREY A. HONICKMAN ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR MARITZA G. MONTIEL ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR ASUKA NAKAHARA ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR DAVID C. NOVAK ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR BRIAN L. ROBERTS ISSUER YES FOR FOR PROPOSAL #2: RATIFY DELOITTE & TOUCHE LLP AS AUDITOR ISSUER YES FOR FOR PROPOSAL #3: APPROVE NONQUALIFIED EMPLOYEE STOCK ISSUER YES FOR FOR PURCHASE PLAN PROPOSAL #4: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #5: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR PROPOSAL #6: REPORT ON LOBBYING PAYMENTS AND POLICY SHAREHOLDER YES AGAINST FOR
ISSUER: ConocoPhillips TICKER: COP CUSIP: 20825C104 MEETING DATE: 5/14/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR CHARLES E. BUNCH ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR CAROLINE MAURY DEVINE ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JOHN V. FARACI ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR JODY FREEMAN ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR GAY HUEY EVANS ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR JEFFREY A. JOERRES ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR RYAN M. LANCE ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR WILLIAM H. MCRAVEN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR SHARMILA MULLIGAN ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR ARJUN N. MURTI ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR ROBERT A. NIBLOCK ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITOR ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION
ISSUER: CVS Health Corporation TICKER: CVS CUSIP: 126650100 MEETING DATE: 5/16/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR FERNANDO AGUIRRE ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR MARK T. BERTOLINI ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR RICHARD M. BRACKEN ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR C. DAVID BROWN, II ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR ALECIA A. DECOUDREAUX ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR NANCY-ANN M. DEPARLE ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR DAVID W. DORMAN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR ROGER N. FARAH ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR ANNE M. FINUCANE ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR EDWARD J. LUDWIG ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR LARRY J. MERLO ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR JEAN-PIERRE MILLON ISSUER YES FOR FOR PROPOSAL #1m: ELECT DIRECTOR MARY L. SCHAPIRO ISSUER YES FOR FOR PROPOSAL #1n: ELECT DIRECTOR RICHARD J. SWIFT ISSUER YES FOR FOR PROPOSAL #1o: ELECT DIRECTOR WILLIAM C. WELDON ISSUER YES FOR FOR PROPOSAL #1p: ELECT DIRECTOR TONY L. WHITE ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: PROHIBIT ADJUSTING COMPENSATION METRICS SHAREHOLDER YES AGAINST FOR FOR LEGAL OR COMPLIANCE COSTS
ISSUER: Dollar General Corporation TICKER: DG CUSIP: 256677105 MEETING DATE: 5/29/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR WARREN F. BRYANT ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR MICHAEL M. CALBERT ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR SANDRA B. COCHRAN ISSUER YES AGAINST AGAINST PROPOSAL #1d: ELECT DIRECTOR PATRICIA D. FILI-KRUSHEL ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR TIMOTHY I. MCGUIRE ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR WILLIAM C. RHODES, III ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR RALPH E. SANTANA ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR TODD J. VASOS ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR
ISSUER: Dominion Energy, Inc. TICKER: D CUSIP: 25746U109 MEETING DATE: 5/7/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR JAMES A. BENNETT ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR HELEN E. DRAGAS ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR JAMES O. ELLIS, JR. ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR THOMAS F. FARRELL, II ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR D. MAYBANK HAGOOD ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR JOHN W. HARRIS ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR RONALD W. JIBSON ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR MARK J. KINGTON ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR JOSEPH M. RIGBY ISSUER YES FOR FOR PROPOSAL #1.1: ELECT DIRECTOR PAMELA J. ROYAL ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR ROBERT H. SPILMAN, JR. ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR SUSAN N. STORY ISSUER YES FOR FOR PROPOSAL #1.13: ELECT DIRECTOR MICHAEL E. SZYMANCZYK ISSUER YES FOR FOR PROPOSAL #2: RATIFY DELOITTE & TOUCHE LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: INCREASE AUTHORIZED COMMON STOCK ISSUER YES FOR FOR PROPOSAL #5: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR
ISSUER: DowDuPont Inc. TICKER: DWDP CUSIP: 26078J100 MEETING DATE: 5/23/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: APPROVE REVERSE STOCK SPLIT ISSUER YES FOR FOR PROPOSAL #2: ADJOURN MEETING ISSUER YES FOR FOR
ISSUER: DuPont de Nemours, Inc. TICKER: DD CUSIP: 26078J100 MEETING DATE: 6/25/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR EDWARD D. BREEN ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR RUBY R. CHANDY ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR FRANKLIN K. CLYBURN, JR. ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR TERRENCE R. CURTIN ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR ALEXANDER M. CUTLER ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR C. MARC DOYLE ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR ELEUTHERE I. DU PONT ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR RAJIV L. GUPTA ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR LUTHER C. KISSAM ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR FREDERICK M. LOWERY ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR RAYMOND J. MILCHOVICH ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR STEVEN M. STERIN ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #4: PROVIDE RIGHT TO ACT BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR PROPOSAL #5: REPORT ON PAY DISPARITY SHAREHOLDER YES AGAINST FOR PROPOSAL #6: REPORT ON PUBLIC HEALTH RISKS OF SHAREHOLDER YES AGAINST FOR PETROCHEMICAL OPERATIONS IN FLOOD PRONE AREAS PROPOSAL #7: REPORT ON EFFORTS TO REDUCE PLASTIC SHAREHOLDER YES AGAINST FOR PELLET POLLUTION
ISSUER: Exelon Corporation TICKER: EXC CUSIP: 30161N101 MEETING DATE: 4/30/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR ANTHONY K. ANDERSON ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR ANN C. BERZIN ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR LAURIE BRLAS ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR CHRISTOPHER M. CRANE ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR YVES C. DE BALMANN ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR NICHOLAS DEBENEDICTIS ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR LINDA P. JOJO ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR PAUL L. JOSKOW ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR ROBERT J. LAWLESS ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR RICHARD W. MIES ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR MAYO A. SHATTUCK, III ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR STEPHEN D. STEINOUR ISSUER YES AGAINST AGAINST PROPOSAL #1m: ELECT DIRECTOR JOHN F. YOUNG ISSUER YES FOR FOR PROPOSAL #2: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: REPORT ON COSTS AND BENEFITS OF SHAREHOLDER YES AGAINST FOR ENVIRONMENT-RELATED ACTIVITIES
ISSUER: Express Scripts Holding Co. TICKER: ESRX CUSIP: 30219G108 MEETING DATE: 8/24/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: APPROVE MERGER AGREEMENT ISSUER YES FOR FOR PROPOSAL #2: ADJOURN MEETING ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE ON GOLDEN PARACHUTES ISSUER YES AGAINST AGAINST
ISSUER: General Dynamics Corporation TICKER: GD CUSIP: 369550108 MEETING DATE: 5/1/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR JAMES S. CROWN ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR RUDY F. DELEON ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR CECIL D. HANEY ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR LESTER L. LYLES ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR MARK M. MALCOLM ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR PHEBE N. NOVAKOVIC ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR C. HOWARD NYE ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR WILLIAM A. OSBORN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR CATHERINE B. REYNOLDS ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR LAURA J. SCHUMACHER ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR PETER A. WALL ISSUER YES FOR FOR PROPOSAL #2: RATIFY KPMG LLP AS AUDITOR ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: AMEND NONQUALIFIED EMPLOYEE STOCK ISSUER YES FOR FOR PURCHASE PLAN PROPOSAL #5: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR
ISSUER: General Electric Company TICKER: GE CUSIP: 369604103 MEETING DATE: 5/8/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: ELECT DIRECTOR SEBASTIEN M. BAZIN ISSUER YES FOR FOR PROPOSAL #2: ELECT DIRECTOR H. LAWRENCE CULP, JR. ISSUER YES FOR FOR PROPOSAL #3: ELECT DIRECTOR FRANCISCO D'SOUZA ISSUER YES FOR FOR PROPOSAL #4: ELECT DIRECTOR EDWARD P. GARDEN ISSUER YES FOR FOR PROPOSAL #5: ELECT DIRECTOR THOMAS W. HORTON ISSUER YES FOR FOR PROPOSAL #6: ELECT DIRECTOR RISA LAVIZZO-MOUREY ISSUER YES FOR FOR PROPOSAL #7: ELECT DIRECTOR CATHERINE LESJAK ISSUER YES FOR FOR PROPOSAL #8: ELECT DIRECTOR PAULA ROSPUT REYNOLDS ISSUER YES FOR FOR PROPOSAL #9: ELECT DIRECTOR LESLIE F. SEIDMAN ISSUER YES FOR FOR PROPOSAL #10: ELECT DIRECTOR JAMES S. TISCH ISSUER YES FOR FOR PROPOSAL #11: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #12: APPROVE REDUCTION IN MINIMUM SIZE OF ISSUER YES FOR FOR BOARD PROPOSAL #13: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #14: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR PROPOSAL #15: PROVIDE FOR CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
ISSUER: Imperial Brands Plc TICKER: IMB CUSIP: 45262P102 MEETING DATE: 2/6/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: ACCEPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR STATUTORY REPORTS PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR PROPOSAL #3: APPROVE FINAL DIVIDEND ISSUER YES FOR FOR PROPOSAL #4: ELECT SUSAN CLARK AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #5: RE-ELECT ALISON COOPER AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #6: RE-ELECT THERESE ESPERDY AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #7: RE-ELECT SIMON LANGELIER AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #8: RE-ELECT MATTHEW PHILLIPS AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #9: RE-ELECT STEVEN STANBROOK AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #10: RE-ELECT OLIVER TANT AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #11: RE-ELECT MARK WILLIAMSON AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #12: RE-ELECT KAREN WITTS AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #13: RE-ELECT MALCOLM WYMAN AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #14: REAPPOINT PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #15: AUTHORISE THE AUDIT COMMITTEE TO FIX ISSUER YES FOR FOR REMUNERATION OF AUDITORS PROPOSAL #16: AUTHORISE EU POLITICAL DONATIONS AND ISSUER YES FOR FOR EXPENDITURE PROPOSAL #17: AUTHORISE ISSUE OF EQUITY WITH PRE- ISSUER YES FOR FOR EMPTIVE RIGHTS PROPOSAL #18: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR EMPTIVE RIGHTS PROPOSAL #19: AUTHORISE MARKET PURCHASE OF ORDINARY ISSUER YES FOR FOR SHARES PROPOSAL #20: AUTHORISE THE COMPANY TO CALL GENERAL ISSUER YES FOR FOR MEETING WITH TWO WEEKS' NOTICE
ISSUER: Johnson & Johnson TICKER: JNJ CUSIP: 478160104 MEETING DATE: 4/25/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR MARY C. BECKERLE ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR D. SCOTT DAVIS ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR IAN E. L. DAVIS ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR JENNIFER A. DOUDNA ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR ALEX GORSKY ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR MARILLYN A. HEWSON ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR MARK B. MCCLELLAN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR ANNE M. MULCAHY ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR WILLIAM D. PEREZ ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR CHARLES PRINCE ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR A. EUGENE WASHINGTON ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR RONALD A. WILLIAMS ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #4: CLAWBACK DISCLOSURE OF RECOUPMENT SHAREHOLDER YES AGAINST FOR ACTIVITY FROM SENIOR OFFICERS PROPOSAL #5: REPORT ON INTEGRATING RISKS RELATED TO SHAREHOLDER YES AGAINST FOR DRUG PRICING INTO SENIOR EXECUTIVE COMPENSATION
ISSUER: Johnson Controls International Plc TICKER: JCI CUSIP: G51502105 MEETING DATE: 3/6/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR JEAN BLACKWELL ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR PIERRE COHADE ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR MICHAEL E. DANIELS ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR JUAN PABLO DEL VALLE ISSUER YES FOR FOR PEROCHENA PROPOSAL #1e: ELECT DIRECTOR W. ROY DUNBAR ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR GRETCHEN R. HAGGERTY ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR SIMONE MENNE ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR GEORGE R. OLIVER ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR JURGEN TINGGREN ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR MARK VERGNANO ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR R. DAVID YOST ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR JOHN D. YOUNG ISSUER YES FOR FOR PROPOSAL #2a: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #2b: AUTHORIZE BOARD TO FIX REMUNERATION OF ISSUER YES FOR FOR AUDITORS PROPOSAL #3: AUTHORIZE MARKET PURCHASES OF COMPANY ISSUER YES FOR FOR SHARES PROPOSAL #4: DETERMINE PRICE RANGE FOR REISSUANCE OF ISSUER YES FOR FOR TREASURY SHARES PROPOSAL #5: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #6: APPROVE THE DIRECTORS' AUTHORITY TO ISSUER YES FOR FOR ALLOT SHARES PROPOSAL #7: APPROVE THE DISAPPLICATION OF STATUTORY ISSUER YES FOR FOR PRE-EMPTION RIGHTS
ISSUER: JPMorgan Chase & Co. TICKER: JPM CUSIP: 46625H100 MEETING DATE: 5/21/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR LINDA B. BAMMANN ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR JAMES A. BELL ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR STEPHEN B. BURKE ISSUER YES AGAINST AGAINST PROPOSAL #1d: ELECT DIRECTOR TODD A. COMBS ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR JAMES S. CROWN ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR JAMES DIMON ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR TIMOTHY P. FLYNN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR MELLODY HOBSON ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR LABAN P. JACKSON, JR. ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR MICHAEL A. NEAL ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR LEE R. RAYMOND ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #4: REPORT ON GENDER PAY GAP SHAREHOLDER YES AGAINST FOR PROPOSAL #5: AMEND PROXY ACCESS RIGHT SHAREHOLDER YES AGAINST FOR PROPOSAL #6: PROVIDE FOR CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
ISSUER: Lowe's Companies, Inc. TICKER: LOW CUSIP: 548661107 MEETING DATE: 5/31/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR RAUL ALVAREZ ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR DAVID H. BATCHELDER ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR ANGELA F. BRALY ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR SANDRA B. COCHRAN ISSUER YES WITHHOLD AGAINST PROPOSAL #1.5: ELECT DIRECTOR LAURIE Z. DOUGLAS ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR RICHARD W. DREILING ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR MARVIN R. ELLISON ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR JAMES H. MORGAN ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR BRIAN C. ROGERS ISSUER YES FOR FOR PROPOSAL #1.1: ELECT DIRECTOR BERTRAM L. SCOTT ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR LISA W. WARDELL ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR ERIC C. WISEMAN ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY DELOITTE & TOUCHE LLP AS AUDITOR ISSUER YES FOR FOR
ISSUER: Medtronic Plc TICKER: MDT CUSIP: G5960L103 MEETING DATE: 12/7/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: ELECT DIRECTOR RICHARD H. ANDERSON ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR CRAIG ARNOLD ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR SCOTT C. DONNELLY ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR RANDALL J. HOGAN, III ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR OMAR ISHRAK ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR MICHAEL O. LEAVITT ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR JAMES T. LENEHAN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR ELIZABETH G. NABEL ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR DENISE M. O'LEARY ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR KENDALL J. POWELL ISSUER YES FOR FOR PROPOSAL #2: APPROVE PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS AND AUTHORIZE BOARD TO FIX THEIR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION
ISSUER: Microsoft Corp. TICKER: MSFT CUSIP: 594918104 MEETING DATE: 11/28/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR WILLIAM H. GATES, III ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR REID G. HOFFMAN ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR HUGH F. JOHNSTON ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR TERI L. LIST-STOLL ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR SATYA NADELLA ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR CHARLES H. NOSKI ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR HELMUT PANKE ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR SANDRA E. PETERSON ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR PENNY S. PRITZKER ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR CHARLES W. SCHARF ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR ARNE M. SORENSON ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR JOHN W. STANTON ISSUER YES FOR FOR PROPOSAL #1.13: ELECT DIRECTOR JOHN W. THOMPSON ISSUER YES FOR FOR PROPOSAL #1.14: ELECT DIRECTOR PADMASREE WARRIOR ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY DELOITTE & TOUCHE LLP AS AUDITORS ISSUER YES FOR FOR
ISSUER: Navient Corporation TICKER: NAVI CUSIP: 63938C108 MEETING DATE: 6/6/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR FREDERICK ARNOLD ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR ANNA ESCOBEDO CABRAL ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR KATHERINE A. LEHMAN ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR LINDA A. MILLS ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR JOHN (JACK) F. REMONDI ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR JANE J. THOMPSON ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR LAURA S. UNGER ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR BARRY L. WILLIAMS ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR DAVID L. YOWAN ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR MARJORIE BOWEN ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR LARRY KLANE ISSUER YES FOR FOR PROPOSAL #2: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: AMEND NONQUALIFIED EMPLOYEE STOCK ISSUER YES FOR FOR PURCHASE PLAN
ISSUER: Northern Trust Corp. TICKER: NTRS CUSIP: 665859104 MEETING DATE: 4/23/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR LINDA WALKER BYNOE ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR SUSAN CROWN ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR DEAN M. HARRISON ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR JAY L. HENDERSON ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR MARCY S. KLEVORN ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR SIDDHARTH N. "BOBBY" ISSUER YES FOR FOR MEHTA PROPOSAL #1g: ELECT DIRECTOR MICHAEL G. O'GRADY ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR JOSE LUIS PRADO ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR THOMAS E. RICHARDS ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR MARTIN P. SLARK ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR DAVID H. B. SMITH, JR. ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR DONALD THOMPSON ISSUER YES FOR FOR PROPOSAL #1m: ELECT DIRECTOR CHARLES A. TRIBBETT, III ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #4: REPORT ON POLITICAL CONTRIBUTIONS SHAREHOLDER YES AGAINST FOR PROPOSAL #5: REDUCE OWNERSHIP THRESHOLD FOR SHAREHOLDER YES AGAINST FOR SHAREHOLDERS TO CALL SPECIAL MEETING
ISSUER: Occidental Petroleum Corporation TICKER: OXY CUSIP: 674599105 MEETING DATE: 5/10/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR SPENCER ABRAHAM ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR EUGENE L. BATCHELDER ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR MARGARET M. FORAN ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR CARLOS M. GUTIERREZ ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR VICKI HOLLUB ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR WILLIAM R. KLESSE ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR JACK B. MOORE ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR AVEDICK B. POLADIAN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR ELISSE B. WALTER ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #4: REDUCE OWNERSHIP THRESHOLD FOR SHAREHOLDER YES AGAINST FOR SHAREHOLDERS TO CALL SPECIAL MEETING
ISSUER: Oracle Corp. TICKER: ORCL CUSIP: 68389X105 MEETING DATE: 11/14/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR JEFFREY S. BERG ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR MICHAEL J. BOSKIN ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR SAFRA A. CATZ ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR BRUCE R. CHIZEN ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR GEORGE H. CONRADES ISSUER YES WITHHOLD AGAINST PROPOSAL #1.6: ELECT DIRECTOR LAWRENCE J. ELLISON ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR HECTOR GARCIA-MOLINA ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR JEFFREY O. HENLEY ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR MARK V. HURD ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR RENEE J. JAMES ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR CHARLES W. MOORMAN, IV ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR LEON E. PANETTA ISSUER YES FOR FOR PROPOSAL #1.13: ELECT DIRECTOR WILLIAM G. PARRETT ISSUER YES FOR FOR PROPOSAL #1.14: ELECT DIRECTOR NAOMI O. SELIGMAN ISSUER YES WITHHOLD AGAINST PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES AGAINST AGAINST OFFICERS' COMPENSATION PROPOSAL #3: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #4: REPORT ON GENDER PAY GAP SHAREHOLDER YES AGAINST FOR PROPOSAL #5: REPORT ON POLITICAL CONTRIBUTIONS SHAREHOLDER YES AGAINST FOR PROPOSAL #6: REPORT ON LOBBYING PAYMENTS AND POLICY SHAREHOLDER YES AGAINST FOR PROPOSAL #7: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR
ISSUER: Pfizer Inc. TICKER: PFE CUSIP: 717081103 MEETING DATE: 4/25/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR RONALD E. BLAYLOCK ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR ALBERT BOURLA ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR W. DON CORNWELL ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR JOSEPH J. ECHEVARRIA ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR HELEN H. HOBBS ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR JAMES M. KILTS ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR DAN R. LITTMAN ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR SHANTANU NARAYEN ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR SUZANNE NORA JOHNSON ISSUER YES FOR FOR PROPOSAL #1.10: ELECT DIRECTOR IAN C. READ ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR JAMES C. SMITH ISSUER YES FOR FOR PROPOSAL #2: RATIFY KPMG LLP AS AUDITOR ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: APPROVE OMNIBUS STOCK PLAN ISSUER YES FOR FOR PROPOSAL #5: PROVIDE RIGHT TO ACT BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR PROPOSAL #6: REPORT ON LOBBYING PAYMENTS AND POLICY SHAREHOLDER YES AGAINST FOR PROPOSAL #7: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR PROPOSAL #8: REPORT ON INTEGRATING RISKS RELATED TO SHAREHOLDER YES AGAINST FOR DRUG PRICING INTO SENIOR EXECUTIVE COMPENSATION
ISSUER: Philip Morris International Inc. TICKER: PM CUSIP: 718172109 MEETING DATE: 5/1/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR ANDRE CALANTZOPOULOS ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR LOUIS C. CAMILLERI ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR MASSIMO FERRAGAMO ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR WERNER GEISSLER ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR LISA A. HOOK ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR JENNIFER LI ISSUER YES FOR FOR PROPOSAL #1.7: ELECT DIRECTOR JUN MAKIHARA ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR KALPANA MORPARIA ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR LUCIO A. NOTO ISSUER YES FOR FOR PROPOSAL #1.1: ELECT DIRECTOR FREDERIK PAULSEN ISSUER YES FOR FOR PROPOSAL #1.11: ELECT DIRECTOR ROBERT B. POLET ISSUER YES FOR FOR PROPOSAL #1.12: ELECT DIRECTOR STEPHEN M. WOLF ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS SA AS ISSUER YES FOR FOR AUDITOR
ISSUER: Phillips 66 TICKER: PSX CUSIP: 718546104 MEETING DATE: 5/8/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR GREG C. GARLAND ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR GARY K. ADAMS ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JOHN E. LOWE ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR DENISE L. RAMOS ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: ADVISORY VOTE ON SAY ON PAY FREQUENCY ISSUER YES ONE YEAR FOR
ISSUER: QUALCOMM, Inc. TICKER: QCOM CUSIP: 747525103 MEETING DATE: 3/12/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR BARBARA T. ALEXANDER ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR MARK FIELDS ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JEFFREY W. HENDERSON ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR ANN M. LIVERMORE ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR HARISH MANWANI ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR MARK D. MCLAUGHLIN ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR STEVE MOLLENKOPF ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR CLARK T. "SANDY" RANDT, ISSUER YES FOR FOR JR. PROPOSAL #1i: ELECT DIRECTOR FRANCISCO ROS ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR IRENE B. ROSENFELD ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR NEIL SMIT ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR ANTHONY J. VINCIQUERRA ISSUER YES FOR FOR PROPOSAL #2: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION
ISSUER: Sanofi TICKER: SAN CUSIP: 80105N105 MEETING DATE: 4/30/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: APPROVE FINANCIAL STATEMENTS AND ISSUER YES FOR FOR STATUTORY REPORTS PROPOSAL #2: APPROVE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR STATEMENTS AND STATUTORY REPORTS PROPOSAL #3: APPROVE ALLOCATION OF INCOME AND ISSUER YES FOR FOR DIVIDENDS OF EUR 3.07 PER SHARE PROPOSAL #4: REELECT SERGE WEINBERG AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #5: REELECT SUET FERN LEE AS DIRECTOR ISSUER YES FOR FOR PROPOSAL #6: RATIFY APPOINTMENT OF CHRISTOPHE BABULE ISSUER YES FOR FOR AS DIRECTOR PROPOSAL #7: APPROVE REMUNERATION POLICY FOR CHAIRMAN ISSUER YES FOR FOR OF THE BOARD PROPOSAL #8: APPROVE REMUNERATION POLICY FOR CEO ISSUER YES FOR FOR PROPOSAL #9: APPROVE COMPENSATION OF SERGE WEINBERG, ISSUER YES FOR FOR CHAIRMAN OF THE BOARD PROPOSAL #10: APPROVE COMPENSATION OF OLIVIER ISSUER YES FOR FOR BRANDICOURT, CEO PROPOSAL #11: AUTHORIZE REPURCHASE OF UP TO 10 ISSUER YES FOR FOR PERCENT OF ISSUED SHARE CAPITAL PROPOSAL #12: AUTHORIZE DECREASE IN SHARE CAPITAL VIA ISSUER YES FOR FOR CANCELLATION OF REPURCHASED SHARES PROPOSAL #13: AUTHORIZE ISSUANCE OF EQUITY OR EQUITY- ISSUER YES FOR FOR LINKED SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 997 MILLION PROPOSAL #14: AUTHORIZE ISSUANCE OF EQUITY OR EQUITY- ISSUER YES FOR FOR LINKED SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION PROPOSAL #15: APPROVE ISSUANCE OF EQUITY OR EQUITY- ISSUER YES FOR FOR LINKED SECURITIES FOR PRIVATE PLACEMENTS, UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION PROPOSAL #16: APPROVE ISSUANCE OF DEBT SECURITIES ISSUER YES FOR FOR GIVING ACCESS TO NEW SHARES OF SUBSIDIARIES AND/OR EXISTING SHARES AND/OR DEBT SECURITIES, UP TO AGGREGATE AMOUNT OF EUR 7 BILLION PROPOSAL #17: AUTHORIZE BOARD TO INCREASE CAPITAL IN ISSUER YES FOR FOR THE EVENT OF ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER VOTE UNDER ITEMS 13-15 PROPOSAL #18: AUTHORIZE CAPITAL INCREASE OF UP TO 10 ISSUER YES FOR FOR PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS IN KIND PROPOSAL #19: AUTHORIZE UP TO 0.5 PERCENT OF ISSUED ISSUER YES FOR FOR CAPITAL FOR USE IN STOCK OPTION PLANS PROPOSAL #20: AUTHORIZE UP TO 1.5 PERCENT OF ISSUED ISSUER YES FOR FOR CAPITAL FOR USE IN RESTRICTED STOCK PLANS PROPOSAL #21: AUTHORIZE CAPITALIZATION OF RESERVES OF ISSUER YES FOR FOR UP TO EUR 500 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE PROPOSAL #22: AUTHORIZE CAPITAL ISSUANCES FOR USE IN ISSUER YES FOR FOR EMPLOYEE STOCK PURCHASE PLANS PROPOSAL #23: AUTHORIZE FILING OF REQUIRED ISSUER YES FOR FOR DOCUMENTS/OTHER FORMALITIES
ISSUER: Schlumberger Limited TICKER: SLB CUSIP: 806857108 MEETING DATE: 4/3/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR PETER L.S. CURRIE ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR MIGUEL M. GALUCCIO ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR PAAL KIBSGAARD ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR NIKOLAY KUDRYAVTSEV ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR TATIANA A. MITROVA ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR INDRA K. NOOYI ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR LUBNA S. OLAYAN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR MARK G. PAPA ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR LEO RAFAEL REIF ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR HENRI SEYDOUX ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: ADOPT AND APPROVE FINANCIALS AND ISSUER YES FOR FOR DIVIDENDS PROPOSAL #4: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITORS PROPOSAL #5: AMEND NON-EMPLOYEE DIRECTOR RESTRICTED ISSUER YES FOR FOR STOCK PLAN
ISSUER: SLM Corporation TICKER: SLM CUSIP: 78442P106 MEETING DATE: 6/20/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR PAUL G. CHILD ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR MARY CARTER WARREN ISSUER YES FOR FOR FRANKE PROPOSAL #1c: ELECT DIRECTOR EARL A. GOODE ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR MARIANNE M. KELER ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR MARK L. LAVELLE ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR JIM MATHESON ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR FRANK C. PULEO ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR RAYMOND J. QUINLAN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR VIVIAN C. SCHNECK-LAST ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR WILLIAM N. SHIEBLER ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR ROBERT S. STRONG ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR KIRSTEN O. WOLBERG ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR
ISSUER: State Street Corporation TICKER: STT CUSIP: 857477103 MEETING DATE: 5/15/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR KENNETT F. BURNES ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR PATRICK DE SAINT-AIGNAN ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR LYNN A. DUGLE ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR AMELIA C. FAWCETT ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR WILLIAM C. FREDA ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR JOSEPH L. HOOLEY ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR SARA MATHEW ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR WILLIAM L. MEANEY ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR RONALD P. O'HANLEY ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR SEAN O'SULLIVAN ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR RICHARD P. SERGEL ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR GREGORY L. SUMME ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR
ISSUER: The Bank of New York Mellon Corporation TICKER: BK CUSIP: 064058100 MEETING DATE: 4/9/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR STEVEN D. BLACK ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR LINDA Z. COOK ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JOSEPH J. ECHEVARRIA ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR EDWARD P. GARDEN ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR JEFFREY A. GOLDSTEIN ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR JOHN M. HINSHAW ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR EDMUND F. "TED" KELLY ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR JENNIFER B. MORGAN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR ELIZABETH E. ROBINSON ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR CHARLES W. SCHARF ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR SAMUEL C. SCOTT, III ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR ALFRED "AL" W. ZOLLAR ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #4: PROVIDE RIGHT TO ACT BY LESS THAN ISSUER YES FOR FOR UNANIMOUS WRITTEN CONSENT PROPOSAL #5: APPROVE OMNIBUS STOCK PLAN ISSUER YES FOR FOR PROPOSAL #6: REPORT ON GENDER PAY GAP SHAREHOLDER YES AGAINST FOR
ISSUER: Twenty-First Century Fox, Inc. TICKER: FOXA CUSIP: 90130A101 MEETING DATE: 7/27/2018 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1: APPROVE MERGER AGREEMENT ISSUER YES FOR FOR PROPOSAL #2: APPROVE DISTRIBUTION AGREEMENT ISSUER YES FOR FOR
ISSUER: U.S. Bancorp TICKER: USB CUSIP: 902973304 MEETING DATE: 4/16/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR WARNER L. BAXTER ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR DOROTHY J. BRIDGES ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR ELIZABETH L. BUSE ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR MARC N. CASPER ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR ANDREW CECERE ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR ARTHUR D. COLLINS, JR. ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR KIMBERLY J. HARRIS ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR ROLAND A. HERNANDEZ ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR DOREEN WOO HO ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR OLIVIA F. KIRTLEY ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR KAREN S. LYNCH ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR RICHARD P. MCKENNEY ISSUER YES FOR FOR PROPOSAL #1m: ELECT DIRECTOR YUSUF I. MEHDI ISSUER YES FOR FOR PROPOSAL #1n: ELECT DIRECTOR DAVID B. O'MALEY ISSUER YES FOR FOR PROPOSAL #1o: ELECT DIRECTOR O'DELL M. OWENS ISSUER YES FOR FOR PROPOSAL #1p: ELECT DIRECTOR CRAIG D. SCHNUCK ISSUER YES FOR FOR PROPOSAL #1q: ELECT DIRECTOR SCOTT W. WINE ISSUER YES AGAINST AGAINST PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION
ISSUER: United Technologies Corporation TICKER: UTX CUSIP: 913017109 MEETING DATE: 4/29/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR LLOYD J. AUSTIN, III ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR DIANE M. BRYANT ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR JOHN V. FARACI ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR JEAN-PIERRE GARNIER ISSUER YES FOR FOR PROPOSAL #1e: ELECT DIRECTOR GREGORY J. HAYES ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR CHRISTOPHER J. KEARNEY ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR ELLEN J. KULLMAN ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR MARSHALL O. LARSEN ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR HAROLD W. MCGRAW, III ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR MARGARET L. O'SULLIVAN ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR DENISE L. RAMOS ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR FREDRIC G. REYNOLDS ISSUER YES FOR FOR PROPOSAL #1m: ELECT DIRECTOR BRIAN C. ROGERS ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: RATIFY PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR AUDITOR PROPOSAL #4: ELIMINATE SUPERMAJORITY VOTE REQUIREMENT ISSUER YES FOR FOR TO APPROVE CERTAIN BUSINESS COMBINATIONS PROPOSAL #5: RATIFY THE REDUCED OWNERSHIP THRESHOLD ISSUER YES FOR FOR TO CALL A SPECIAL MEETING
ISSUER: Valero Energy Corporation TICKER: VLO CUSIP: 91913Y100 MEETING DATE: 4/30/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1A: ELECT DIRECTOR H. PAULETT EBERHART ISSUER YES FOR FOR PROPOSAL #1B: ELECT DIRECTOR JOSEPH W. GORDER ISSUER YES FOR FOR PROPOSAL #1C: ELECT DIRECTOR KIMBERLY S. GREENE ISSUER YES FOR FOR PROPOSAL #1D: ELECT DIRECTOR DEBORAH P. MAJORAS ISSUER YES FOR FOR PROPOSAL #1E: ELECT DIRECTOR DONALD L. NICKLES ISSUER YES FOR FOR PROPOSAL #1F: ELECT DIRECTOR PHILIP J. PFEIFFER ISSUER YES FOR FOR PROPOSAL #1G: ELECT DIRECTOR ROBERT A. PROFUSEK ISSUER YES FOR FOR PROPOSAL #1H: ELECT DIRECTOR STEPHEN M. WATERS ISSUER YES FOR FOR PROPOSAL #1I: ELECT DIRECTOR RANDALL J. WEISENBURGER ISSUER YES FOR FOR PROPOSAL #1J: ELECT DIRECTOR RAYFORD WILKINS, JR. ISSUER YES FOR FOR PROPOSAL #2: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION
ISSUER: Verizon Communications Inc. TICKER: VZ CUSIP: 92343V104 MEETING DATE: 5/2/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1.1: ELECT DIRECTOR SHELLYE L. ARCHAMBEAU ISSUER YES FOR FOR PROPOSAL #1.2: ELECT DIRECTOR MARK T. BERTOLINI ISSUER YES FOR FOR PROPOSAL #1.3: ELECT DIRECTOR VITTORIO COLAO ISSUER YES FOR FOR PROPOSAL #1.4: ELECT DIRECTOR MELANIE L. HEALEY ISSUER YES FOR FOR PROPOSAL #1.5: ELECT DIRECTOR CLARENCE OTIS, JR. ISSUER YES FOR FOR PROPOSAL #1.6: ELECT DIRECTOR DANIEL H. SCHULMAN ISSUER YES AGAINST AGAINST PROPOSAL #1.7: ELECT DIRECTOR RODNEY E. SLATER ISSUER YES FOR FOR PROPOSAL #1.8: ELECT DIRECTOR KATHRYN A. TESIJA ISSUER YES FOR FOR PROPOSAL #1.9: ELECT DIRECTOR HANS E. VESTBERG ISSUER YES FOR FOR PROPOSAL #1.1: ELECT DIRECTOR GREGORY G. WEAVER ISSUER YES FOR FOR PROPOSAL #2: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #4: ELIMINATE ABOVE-MARKET EARNINGS IN SHAREHOLDER YES AGAINST FOR EXECUTIVE RETIREMENT PLANS PROPOSAL #5: REQUIRE INDEPENDENT BOARD CHAIRMAN SHAREHOLDER YES AGAINST FOR PROPOSAL #6: REPORT ON ONLINE CHILD EXPLOITATION SHAREHOLDER YES AGAINST FOR PROPOSAL #7: ASSESS FEASIBILITY OF CYBER SECURITY AND SHAREHOLDER YES AGAINST FOR DATA PRIVACY AS A PERFORMANCE MEASURE FOR SENIOR EXECUTIVE COMPENSATION PROPOSAL #8: SUBMIT SEVERANCE AGREEMENT (CHANGE-IN- SHAREHOLDER YES AGAINST FOR CONTROL) TO SHAREHOLDER VOTE
ISSUER: Wells Fargo & Company TICKER: WFC CUSIP: 949746101 MEETING DATE: 4/23/2019 FOR/AGAINST PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT PROPOSAL #1a: ELECT DIRECTOR JOHN D. BAKER, II ISSUER YES FOR FOR PROPOSAL #1b: ELECT DIRECTOR CELESTE A. CLARK ISSUER YES FOR FOR PROPOSAL #1c: ELECT DIRECTOR THEODORE F. CRAVER, JR. ISSUER YES FOR FOR PROPOSAL #1d: ELECT DIRECTOR ELIZABETH A. "BETSY" ISSUER YES FOR FOR DUKE PROPOSAL #1e: ELECT DIRECTOR WAYNE M. HEWETT ISSUER YES FOR FOR PROPOSAL #1f: ELECT DIRECTOR DONALD M. JAMES ISSUER YES FOR FOR PROPOSAL #1g: ELECT DIRECTOR MARIA R. MORRIS ISSUER YES FOR FOR PROPOSAL #1h: ELECT DIRECTOR JUAN A. PUJADAS ISSUER YES FOR FOR PROPOSAL #1i: ELECT DIRECTOR JAMES H. QUIGLEY ISSUER YES FOR FOR PROPOSAL #1j: ELECT DIRECTOR RONALD L. SARGENT ISSUER YES FOR FOR PROPOSAL #1k: ELECT DIRECTOR C. ALLEN PARKER ISSUER YES FOR FOR PROPOSAL #1l: ELECT DIRECTOR SUZANNE M. VAUTRINOT ISSUER YES FOR FOR PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR OFFICERS' COMPENSATION PROPOSAL #3: AMEND OMNIBUS STOCK PLAN ISSUER YES FOR FOR PROPOSAL #4: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR PROPOSAL #5: REPORT ON INCENTIVE-BASED COMPENSATION SHAREHOLDER YES AGAINST FOR AND RISKS OF MATERIAL LOSSES PROPOSAL #6: REPORT ON GLOBAL MEDIAN GENDER PAY GAP SHAREHOLDER YES AGAINST FOR
ISSUER: Westinghouse Air Brake Technologies Corporation
TICKER: WAB CUSIP: 929740108
MEETING DATE: 5/17/2019 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR WILLIAM E. KASSLING ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR ALBERT J. NEUPAVER ISSUER YES FOR FOR
PROPOSAL #2: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR
OFFICERS' COMPENSATION
PROPOSAL #3: RATIFY ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR
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.
VANGUARD VARIABLE INSURANCE FUNDS
By: /s/Mortimer J. Buckley
Mortimer J. Buckley*
Chief Executive Officer, President, and Trustee
Date: August 28, 2019
*By: /s/Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018,
see File Number 33-32216. Incorporated by Reference.