UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________
FORM N-PX
________
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number: 811-07102
The Advisors’ Inner Circle Fund II
(Exact name of registrant as specified in charter)
________
101 Federal Street
Boston, Massachusetts 02110
(Address of principal executive offices)
________
Michael Beattie, President
The Advisors’ Inner Circle Fund II
c/o SEI Investments
One Freedom Valley Drive
Oaks, PA 19456
(Name and address of agent for service)
________
Registrant’s telephone number, including area code: 1-877-446-3863
Date of Fiscal Year End: July 31
Date of Reporting Period: July 1, 2022 to June 30, 2023
________
Item 1. Proxy Voting Record.
Attached are the proxy voting records for the following funds, each of which
is a series of The Advisors’ Inner Circle Fund II:
Reaves Infrastructure Fund
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
ALLIANT ENERGY CORPORATION
Security ID: 018802108
Ticker: LNT
Meeting Date: 23-May-23
Meeting Type: Annual
1a. | Election of Director for term ending in 2024: Stephanie L. Cox | Management | For | Voted - For |
1b. | Election of Director for term ending in 2026: Patrick E. Allen | Management | For | Voted - For |
1c. | Election of Director for term ending in 2026: Michael D. Garcia | Management | For | Voted - For |
1d. | Election of Director for term ending in 2026: Susan D. Whiting | Management | For | Voted - For |
2. | Advisory vote to approve the compensation of our named executive officers. | Management | For | Voted - For |
3. | Advisory vote on the frequency of advisory vote to approve the compensation of our named executive officers. | Management | 1 Year | Voted - 1 Year |
4. | Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2023. | Management | For | Voted - For |
AMEREN CORPORATION
Security ID: 023608102
Ticker: AEE
Meeting Date: 11-May-23
Meeting Type: Annual
1a. | Election Of Director: Warner L. Baxter | Management | For | Voted - For |
1b. | Election Of Director: Cynthia J. Brinkley | Management | For | Voted - For |
1c. | Election Of Director: Catherine S. Brune | Management | For | Voted - For |
1d. | Election Of Director: J. Edward Coleman | Management | For | Voted - For |
1e. | Election Of Director: Ward H. Dickson | Management | For | Voted - For |
1f. | Election Of Director: Noelle K. Eder | Management | For | Voted - For |
1g. | Election Of Director: Ellen M. Fitzsimmons | Management | For | Voted - For |
1h. | Election Of Director: Rafael Flores | Management | For | Voted - For |
1i. | Election Of Director: Richard J. Harshman | Management | For | Voted - For |
1j. | Election Of Director: Craig S. Ivey | Management | For | Voted - For |
1k. | Election Of Director: James C. Johnson | Management | For | Voted - For |
1l. | Election Of Director: Martin J. Lyons, Jr. | Management | For | Voted - For |
1m. | Election Of Director: Steven H. Lipstein | Management | For | Voted - For |
1n. | Election Of Director: Leo S. Mackay, Jr. | Management | For | Voted - For |
2. | Company Proposal - Advisory Approval Of Compensation Of The Named Executive Officers Disclosed In The Proxy Statement. | Management | For | Voted - For |
3. | Company Proposal - Advisory Approval Of The Frequency Of Executive Compensation Shareholder Advisory Vote. | Management | 1 Year | Voted - 1 Year |
1
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
4. | Company Proposal - Ratification Of The Appointment Of Pricewaterhousecoopers Llp As Independent Registered Public Accounting Firm For The Fiscal Year Ending December 31, 2023. | Management | For | Voted - For |
5. | Shareholder Proposal Regarding The Adoption Of Scopes 1 And 2 Emissions Targets. | Shareholder | Against | Voted - Against |
AMERICAN ELECTRIC POWER COMPANY, INC.
Security ID: 025537101
Ticker: AEP
Meeting Date: 25-Apr-23
Meeting Type: Annual
1a. | Election of Director: Nicholas K. Akins | Management | For | Voted - For |
1b. | Election of Director: J. Barnie Beasley, Jr. | Management | For | Voted - For |
1c. | Election of Director: Ben Fowke | Management | For | Voted - For |
1d. | Election of Director: Art A. Garcia | Management | For | Voted - For |
1e. | Election of Director: Linda A. Goodspeed | Management | For | Voted - For |
1f. | Election of Director: Donna A. James | Management | For | Voted - For |
1g. | Election of Director: Sandra Beach Lin | Management | For | Voted - For |
1h. | Election of Director: Margaret M. McCarthy | Management | For | Voted - For |
1i. | Election of Director: Oliver G. Richard III | Management | For | Voted - For |
1j. | Election of Director: Daryl Roberts | Management | For | Voted - For |
1k. | Election of Director: Julia A. Sloat | Management | For | Voted - For |
1l. | Election of Director: Sara Martinez Tucker | Management | For | Voted - For |
1m. | Election of Director: Lewis Von Thaer | Management | For | Voted - For |
2. | Ratification 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 | Voted - For |
3. | Amendment to the Company's Bylaws to eliminate supermajority voting provisions. | Management | For | Voted - For |
4. | Advisory approval of the Company's executive compensation. | Management | For | Voted - For |
5. | Advisory approval of the frequency of holding an advisory vote on the Company's executive compensation. | Management | 1 Year | Voted - 1 Year |
AMERICAN WATER WORKS COMPANY, INC.
Security ID: 030420103
Ticker: AWK
Meeting Date: 10-May-23
Meeting Type: Annual
1a. | Election of Director: Jeffrey N. Edwards | Management | For | Voted - For |
1b. | Election of Director: Martha Clark Goss | Management | For | Voted - For |
1c. | Election of Director: M. Susan Hardwick | Management | For | Voted - For |
1d. | Election of Director: Kimberly J. Harris | Management | For | Voted - For |
1e. | Election of Director: Laurie P. Havanec | Management | For | Voted - For |
1f. | Election of Director: Julia L. Johnson | Management | For | Voted - For |
1g. | Election of Director: Patricia L. Kampling | Management | For | Voted - For |
1h. | Election of Director: Karl F. Kurz | Management | For | Voted - For |
1i. | Election of Director: Michael L. Marberry | Management | For | Voted - For |
1j. | Election of Director: James G. Stavridis | Management | For | Voted - For |
2
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
2. | Approval, on an advisory basis, of the compensation of the Company's named executive officers. | Management | For | Voted - For |
3. | Approval, on an advisory basis, of the frequency (i.e., every year, every two years or every three years) of the approval, on an advisory basis, of the compensation of the Company's named executive officers. | Management | 1 Year | Voted - 1 Year |
4. | Ratification of the appointment, by the Audit, Finance and Risk Committee of the Board of Directors, of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023. | Management | For | Voted - For |
5. | Shareholder proposal on Racial Equity Audit as described in the proxy statement. | Shareholder | Against | Voted - Against |
ATMOS ENERGY CORPORATION
Security ID: 049560105
Ticker: ATO
Meeting Date: 08-Feb-23
Meeting Type: Annual
1a. | ELECTION OF DIRECTOR: John C. Ale | Management | For | Voted - For |
1b. | ELECTION OF DIRECTOR: J. Kevin Akers | Management | For | Voted - For |
1c. | ELECTION OF DIRECTOR: Kim R. Cocklin | Management | For | Voted - For |
1d. | ELECTION OF DIRECTOR: Kelly H. Compton | Management | For | Voted - For |
1e. | ELECTION OF DIRECTOR: Sean Donohue | Management | For | Voted - For |
1f. | ELECTION OF DIRECTOR: Rafael G. Garza | Management | For | Voted - For |
1g. | ELECTION OF DIRECTOR: Richard K. Gordon | Management | For | Voted - For |
1h. | ELECTION OF DIRECTOR: Nancy K. Quinn | Management | For | Voted - For |
1i. | ELECTION OF DIRECTOR: Richard A. Sampson | Management | For | Voted - For |
1j. | ELECTION OF DIRECTOR: Diana J. Walters | Management | For | Voted - For |
1k. | ELECTION OF DIRECTOR: Frank Yoho | Management | For | Voted - For |
2. | Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2023. | Management | For | Voted - For |
3. | Proposal for an advisory vote by shareholders to approve the compensation of the Company's named executive officers for fiscal 2022 ("Say-on-Pay"). | Management | For | Voted - For |
CANADIAN PACIFIC KANSAS CITY LIMITED
Security ID: 13646K108
Ticker: CP
Meeting Date: 15-Jun-23
Meeting Type: Annual
1 | Appointment of the Auditor as named in the Proxy Circular. | Management | For | Voted - For |
2 | Advisory vote to approve the Corporation's approach to executive compensation as described in the Proxy Circular. | Management | For | Voted - For |
3 | Advisory vote to approve the Corporation's approach to climate change as described in the Proxy Circular. | Management | For | Voted - For |
4A | Election of Director - The Hon. John Baird | Management | For | Voted - For |
3
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
4B | Election of Director - Isabelle Courville | Management | For | Voted - For |
4C | Election of Director - Keith E. Creel | Management | For | Voted - For |
4D | Election of Director - Gillian H. Denham | Management | For | Voted - For |
4E | Election of Director - Amb. Antonio Garza (Ret.) | Management | For | Voted - For |
4F | Election of Director - David Garza-Santos | Management | For | Voted - For |
4G | Election of Director - Edward R. Hamberger | Management | For | Voted - For |
4H | Election of Director - Janet H. Kennedy | Management | For | Voted - For |
4I | Election of Director - Henry J. Maier | Management | For | Voted - For |
4J | Election of Director - Matthew H. Paull | Management | For | Voted - For |
4K | Election of Director - Jane L. Peverett | Management | For | Voted - For |
4L | Election of Director - Andrea Robertson | Management | For | Voted - For |
4M | Election of Director - Gordon T. Trafton | Management | For | Voted - For |
CMS ENERGY CORPORATION
Security ID: 125896100
Ticker: CMS
Meeting Date: 05-May-23
Meeting Type: Annual
1a. | ELECTION OF DIRECTOR: Jon E. Barfield | Management | For | Voted - For |
1b. | ELECTION OF DIRECTOR: Deborah H. Butler | Management | For | Voted - For |
1c. | ELECTION OF DIRECTOR: Kurt L. Darrow | Management | For | Voted - For |
1d. | ELECTION OF DIRECTOR: William D. Harvey | Management | For | Voted - For |
1e. | ELECTION OF DIRECTOR: Garrick J. Rochow | Management | For | Voted - For |
1f. | ELECTION OF DIRECTOR: John G. Russell | Management | For | Voted - For |
1g. | ELECTION OF DIRECTOR: Suzanne F. Shank | Management | For | Voted - For |
1h. | ELECTION OF DIRECTOR: Myrna M. Soto | Management | For | Voted - For |
1i. | ELECTION OF DIRECTOR: John G. Sznewajs | Management | For | Voted - For |
1j. | ELECTION OF DIRECTOR: Ronald J. Tanski | Management | For | Voted - For |
1k. | ELECTION OF DIRECTOR: Laura H. Wright | Management | For | Voted - For |
2. | Approve, on an advisory basis, the Company's executive compensation. | Management | For | Voted - For |
3. | Advisory vote on frequency of future advisory votes on executive compensation. | Management | 1 Year | Voted - 1 Year |
4. | Ratify the appointment of independent registered public accounting firm (PricewaterhouseCoopers LLP). | Management | For | Voted - For |
COGENT COMMUNICATIONS HOLDINGS, INC.
Security ID: 19239V302
Ticker: CCOI
Meeting Date: 03-May-23
Meeting Type: Annual
1.1 | Election of Director: Dave Schaeffer | Management | For | Voted - For |
1.2 | Election of Director: Marc Montagner | Management | For | Voted - For |
1.3 | Election of Director: D. Blake Bath | Management | For | Voted - For |
1.4 | Election of Director: Steven D. Brooks | Management | For | Voted - For |
1.5 | Election of Director: Paul de Sa | Management | For | Voted - For |
1.6 | Election of Director: Lewis H. Ferguson III | Management | For | Voted - For |
1.7 | Election of Director: Eve Howard | Management | For | Voted - For |
1.8 | Election of Director: Deneen Howell | Management | For | Voted - For |
1.9 | Election of Director: Sheryl Kennedy | Management | For | Voted - For |
4
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
2. | Approval of an Amendment and Restatement of the Company's 2017 Incentive Award Plan. | Management | For | Voted - For |
3. | Ratification of the Appointment of Ernst & Young LLP as the Company's Independent registered public accountants for the fiscal year ending December 31, 2023. | Management | For | Voted - For |
4. | Non-binding Advisory Vote to Approve Named Executive Officer Compensation. | Management | For | Voted - For |
5. | Non-binding Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation. | Management | 1 Year | Voted - 1 Year |
COMCAST CORPORATION
Security ID: 20030N101
Ticker: CMCSA
Meeting Date: 07-Jun-23
Meeting Type: Annual
1.1 | Director: Kenneth J. Bacon | Management | For | Voted - For |
1.2 | Director: Thomas J. Baltimore Jr. | Management | For | Voted - For |
1.3 | Director: Madeline S. Bell | Management | For | Voted - For |
1.4 | Director: Edward D. Breen | Management | For | Voted - For |
1.5 | Director: Gerald L. Hassell | Management | For | Voted - For |
1.6 | Director: Jeffrey A. Honickman | Management | For | Voted - For |
1.7 | Director: Maritza G. Montiel | Management | For | Voted - For |
1.8 | Director: Asuka Nakahara | Management | For | Voted - For |
1.9 | Director: David C. Novak | Management | For | Voted - For |
1.10 | Director: Brian L. Roberts | Management | For | Voted - For |
2. | Ratification of the appointment of our independent auditors. | Management | For | Voted - For |
3. | Approval of Comcast Corporation 2023 Omnibus Equity Incentive Plan. | Management | For | Voted - For |
4. | Approval of Amended and Restated Comcast Corporation 2002 Employee Stock Purchase Plan. | Management | For | Voted - For |
5. | Advisory vote on executive compensation. | Management | For | Voted - For |
6. | Advisory vote on the frequency of the vote on executive compensation. | Management | 1 Year | Voted - 1 Year |
7. | To perform independent racial equity audit. | Shareholder | Against | Voted - Against |
8. | To report on climate risk in default retirement plan options. | Shareholder | Against | Voted - Against |
9. | To set different greenhouse gas emissions reduction targets. | Shareholder | Against | Voted - Against |
10. | To report on political contributions and company values alignment. | Shareholder | Against | Voted - Against |
11. | To report on business in China. | Shareholder | Against | Voted - Against |
CONSTELLATION ENERGY CORP
Security ID: 21037T109
Ticker: CEG
Meeting Date: 25-Apr-23
Meeting Type: Annual
1.1 | Director: Joseph Dominguez | Management | For | Voted - For |
5
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.2 | Director: Julie Holzrichter | Management | For | Voted - For |
1.3 | Director: Ashish Khandpur | Management | For | Voted - For |
2. | To consider and act on an advisory vote regarding the approval of compensation paid to named executive officers. | Management | For | Voted - For |
3. | To consider and act on an advisory vote regarding the frequency of the approval of compensation paid to named executive officers. | Management | 1 Year | Voted - 1 Year |
4. | To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023. | Management | For | Voted - For |
CROWN CASTLE INC.
Security ID: 22822V101
Ticker: CCI
Meeting Date: 17-May-23
Meeting Type: Annual
1a. | Election of Director: P. Robert Bartolo | Management | For | Voted - For |
1b. | Election of Director: Jay A. Brown | Management | For | Voted - For |
1c. | Election of Director: Cindy Christy | Management | For | Voted - For |
1d. | Election of Director: Ari Q. Fitzgerald | Management | For | Voted - For |
1e. | Election of Director: Andrea J. Goldsmith | Management | For | Voted - For |
1f. | Election of Director: Tammy K. Jones | Management | For | Voted - For |
1g. | Election of Director: Anthony J. Melone | Management | For | Voted - For |
1h. | Election of Director: W. Benjamin Moreland | Management | For | Voted - For |
1i. | Election of Director: Kevin A. Stephens | Management | For | Voted - For |
1j. | Election of Director: Matthew Thornton, III | Management | For | Voted - For |
2. | The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal year 2023. | Management | For | Voted - For |
3. | The non-binding, advisory vote to approve the compensation of the Company's named executive officers. | Management | For | Voted - For |
4. | The amendment to the Company's Restated Certificate of Incorporation, as amended, regarding officer exculpation. | Management | For | Voted - For |
DTE ENERGY COMPANY
Security ID: 233331107
Ticker: DTE
Meeting Date: 04-May-23
Meeting Type: Annual
1.1 | Director: David A. Brandon | Management | For | Voted - For |
1.2 | Director: Charles G. McClure, Jr. | Management | For | Voted - For |
1.3 | Director: Gail J. McGovern | Management | For | Voted - For |
1.4 | Director: Mark A. Murray | Management | For | Voted - For |
1.5 | Director: Gerardo Norcia | Management | For | Voted - For |
1.6 | Director: Robert C. Skaggs, Jr. | Management | For | Voted - For |
1.7 | Director: David A. Thomas | Management | For | Voted - For |
1.8 | Director: Gary H. Torgow | Management | For | Voted - For |
6
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.9 | Director: James H. Vandenberghe | Management | For | Voted - For |
1.10 | Director: Valerie M. Williams | Management | For | Voted - For |
2. | Ratify the appointment of PricewaterhouseCoopers LLP as our independent auditors | Management | For | Voted - For |
3. | Provide a nonbinding vote to approve the Company's executive compensation | Management | For | Voted - For |
4. | Provide a nonbinding vote on the frequency of advisory votes to approve executive compensation | Management | 1 Year | Voted - 1 Year |
5. | Vote on a management proposal to amend our bylaws to allow shareholders with 15% outstanding company stock in the aggregate (held at least one year) to call a special meeting | Management | For | Voted - For |
6. | Vote on a shareholder proposal to amend our bylaws to allow shareholders with 10% outstanding company stock in the aggregate to call a special meeting | Shareholder | Against | Voted - Against |
7. | Vote on a shareholder proposal to publish a lobbying report | Shareholder | Against | Voted - Against |
ENTERGY CORPORATION
Security ID: 29364G103
Ticker: ETR
Meeting Date: 05-May-23
Meeting Type: Annual
1a. | Election of Director: Gina F. Adams | Management | For | Voted - For |
1b. | Election of Director: John H. Black | Management | For | Voted - For |
1c. | Election of Director: John R. Burbank | Management | For | Voted - For |
1d. | Election of Director: Patrick J. Condon | Management | For | Voted - For |
1e. | Election of Director: Kirkland H. Donald | Management | For | Voted - For |
1f. | Election of Director: Brian W. Ellis | Management | For | Voted - For |
1g. | Election of Director: Philip L. Frederickson | Management | For | Voted - For |
1h. | Election of Director: M. Elise Hyland | Management | For | Voted - For |
1i. | Election of Director: Stuart L. Levenick | Management | For | Voted - For |
1j. | Election of Director: Blanche L. Lincoln | Management | For | Voted - For |
1k. | Election of Director: Andrew S. Marsh | Management | For | Voted - For |
1l. | Election of Director: Karen A. Puckett | Management | For | Voted - For |
2. | Ratification of the Appointment of Deloitte & Touche LLP as Entergy's Independent Registered Public Accountants for 2023. | Management | For | Voted - For |
3. | Advisory Vote to Approve Named Executive Officer Compensation. | Management | For | Voted - For |
4. | Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation. | Management | 1 Year | Voted - 1 Year |
5. | Approval of an Amendment to the 2019 Entergy Corporation Omnibus Incentive Plan. | Management | For | Voted - For |
6. | Approval of an Amendment to Entergy Corporation's Restated Certificate of Incorporation to Include Exculpation of Officers. | Management | For | Voted – For |
7
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
EQUINIX, INC.
Security ID: 29444U700
Ticker: EQIX
Meeting Date: 25-May-23
Meeting Type: Annual
1a. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Nanci Caldwell | Management | For | Voted - For |
1b. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Adaire Fox-Martin | Management | For | Voted - For |
1c. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Ron Guerrier | Management | For | Voted - For |
1d. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Gary Hromadko | Management | For | Voted - For |
1e. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Charles Meyers | Management | For | Voted - For |
1f. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Thomas Olinger | Management | For | Voted - For |
1g. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Christopher Paisley | Management | For | Voted - For |
1h. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Jeetu Patel | Management | For | Voted - For |
1i. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Sandra Rivera | Management | For | Voted - For |
1j. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Fidelma Russo | Management | For | Voted - For |
1k. | Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Peter Van Camp | Management | For | Voted - For |
2. | Approval, by a non-binding advisory vote, of the compensation of our named executive officers. | Management | For | Voted - For |
3. | Approval, by a non-binding advisory vote, of the frequency with which our stockholders will vote on the compensation of our named executive officers | Management | 1 Year | Voted - 1 Year |
8
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
4. | Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023 | Management | For | Voted - For |
5. | A stockholder proposal related to shareholder ratification of termination pay | Shareholder | Against | Voted - Against |
EXELON CORPORATION
Security ID: 30161N101
Ticker: EXC
Meeting Date: 25-Apr-23
Meeting Type: Annual
1a. | Election of Director: Anthony Anderson | Management | For | Voted - For |
1b. | Election of Director: W. Paul Bowers | Management | For | Voted - For |
1c. | Election of Director: Calvin G. Butler, Jr. | Management | For | Voted - For |
1d. | Election of Director: Marjorie Rodgers Cheshire | Management | For | Voted - For |
1e. | Election of Director: Linda Jojo | Management | For | Voted - For |
1f. | Election of Director: Charisse Lillie | Management | For | Voted - For |
1g. | Election of Director: Matthew Rogers | Management | For | Voted - For |
1h. | Election of Director: John Young | Management | For | Voted - For |
2. | Ratification of PricewaterhouseCoopers LLP as Exelon's Independent Auditor for 2023. | Management | For | Voted - For |
3. | Advisory approval of executive compensation. | Management | For | Voted - For |
4. | Advisory vote on the frequency of the advisory vote on executive compensation. | Management | 1 Year | Voted - 1 Year |
LINDE PLC
Security ID: G5494J103
Ticker: LIN
Meeting Date: 25-Jul-22
Meeting Type: Annual
1a. | Election of Director: Stephen F. Angel | Management | For | Voted - For |
1b. | Election of Director: Sanjiv Lamba | Management | For | Voted - For |
1c. | Election of Director: Prof. DDr. Ann-Kristin Achleitner | Management | For | Voted - For |
1d. | Election of Director: Dr. Thomas Enders | Management | For | Voted - For |
1e. | Election of Director: Edward G. Galante | Management | For | Voted - For |
1f. | Election of Director: Joe Kaeser | Management | For | Voted - For |
1g. | Election of Director: Dr. Victoria Ossadnik | Management | For | Voted - For |
1h. | Election of Director: Prof. Dr. Martin H. Richenhagen | Management | For | Voted - For |
1i. | Election of Director: Alberto Weisser | Management | For | Voted - For |
1j. | Election of Director: Robert L. Wood | Management | For | Voted - For |
2a. | To ratify, on an advisory and non-binding basis, the appointment of PricewaterhouseCoopers ("PWC") as the independent auditor. | Management | For | Voted - For |
2b. | To authorize the Board, acting through the Audit Committee, to determine PWC's remuneration. | Management | For | Voted - For |
3. | To approve, on an advisory and non-binding basis, the compensation of Linde plc's Named Executive Officers, as disclosed in the 2022 Proxy statement. | Management | For | Voted - For |
9
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
4. | To approve, on an advisory and non-binding basis, the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) as set forth in the Company's IFRS Annual Report for the financial year ended December 31, 2021, as required under Irish law. | Management | For | Voted - For |
5. | To determine the price range at which Linde plc can re- allot shares that it acquires as treasury shares under Irish law. | Management | For | Voted - For |
6. | To consider and vote on a shareholder proposal regarding supermajority voting requirements in Linde's Irish Constitution. | Shareholder | Against | Voted - Against |
Meeting Date: 18-Jan-23
Meeting Type: Special
1. | To approve, subject to the approval by the requisite majorities at the Court Meeting, the scheme of arrangement that is included in Linde's Proxy Statement, referred to as the "Scheme" or "Scheme of Arrangement," in its original form or with or subject to any modification, addition or condition approved or imposed by the Irish High Court. | Management | For | Voted - For |
2. | To approve, subject to the Scheme becoming effective, an amendment to the articles of association of Linde, which are part of the Linde constitution, referred to as the "Articles," in respect of certain mechanics to effect the Scheme as set forth in Linde's Proxy Statement. | Management | For | Voted - For |
3. | To approve the Common Draft Terms of Merger dated December 2, 2022 between Linde and New Linde, that are included in Linde's Proxy Statement, whereupon and assuming the other conditions to the merger are satisfied, Linde would be merged with and into New Linde, with New Linde surviving the merger, and the directors of Linde be authorized to take all steps necessary or appropriate to execute and carry the merger into effect. | Management | For | Voted - For |
LINDE PLC
Security ID: G5494J111
Meeting Date: 18-Jan-23
Meeting Type: Special
1. | To approve the Scheme of Arrangement under Irish Law between Linde plc and the Scheme Shareholders, in its original form or with or subject to any modification(s), addition(s) or condition(s) approved or imposed by the Irish High Court. | Management | For | Voted - For |
10
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
NEXTERA ENERGY, INC.
Security ID: 65339F101
Ticker: NEE
Meeting Date: 18-May-23
Meeting Type: Annual
1a. | Election of Director: Nicole S. Arnaboldi | Management | For | Voted - For |
1b. | Election of Director: Sherry S. Barrat | Management | For | Voted - For |
1c. | Election of Director: James L. Camaren | Management | For | Voted - For |
1d. | Election of Director: Kenneth B. Dunn | Management | For | Voted - For |
1e. | Election of Director: Naren K. Gursahaney | Management | For | Voted - For |
1f. | Election of Director: Kirk S. Hachigian | Management | For | Voted - For |
1g. | Election of Director: John W. Ketchum | Management | For | Voted - For |
1h. | Election of Director: Amy B. Lane | Management | For | Voted - For |
1i. | Election of Director: David L. Porges | Management | For | Voted - For |
1j. | Election of Director: Deborah "Dev" Stahlkopf | Management | For | Voted - For |
1k. | Election of Director: John A. Stall | Management | For | Voted - For |
1l. | Election of Director: Darryl L. Wilson | Management | For | Voted - For |
2. | Ratification of appointment of Deloitte & Touche LLP as NextEra Energy's independent registered public accounting firm for 2023 | Management | For | Voted - For |
3. | Approval, by non-binding advisory vote, of NextEra Energy's compensation of its named executive officers as disclosed in the proxy statement | Management | For | Voted - For |
4. | Non-Binding advisory vote on whether NextEra Energy should hold a non-binding shareholder advisory vote to approve NextEra Energy's compensation of its named executive officers every 1, 2 or 3 years | Management | 1 Year | Voted - 1 Year |
5. | A proposal entitled "Board Skills Disclosure" requesting a chart of individual board skills | Shareholder | Against | Voted - Against |
NISOURCE INC.
Security ID: 65473P105
Ticker: NI
Meeting Date: 23-May-23
Meeting Type: Annual
1a. | Election of Director to hold office until the next Annual Stockholders' Meeting: Peter A. Altabef | Management | For | Voted - For |
1b. | Election of Director to hold office until the next Annual Stockholders' Meeting: Sondra L. Barbour | Management | For | Voted - For |
1c. | Election of Director to hold office until the next Annual Stockholders' Meeting: Theodore H. Bunting, Jr. | Management | For | Voted - For |
1d. | Election of Director to hold office until the next Annual Stockholders' Meeting: Eric L. Butler | Management | For | Voted - For |
1e. | Election of Director to hold office until the next Annual Stockholders' Meeting: Aristides S. Candris | Management | For | Voted - For |
1f. | Election of Director to hold office until the next Annual Stockholders' Meeting: Deborah A. Henretta | Management | For | Voted - For |
1g. | Election of Director to hold office until the next Annual Stockholders' Meeting: Deborah A. P. Hersman | Management | For | Voted - For |
11
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1h. | Election of Director to hold office until the next Annual Stockholders' Meeting: Michael E. Jesanis | Management | For | Voted - For |
1i. | Election of Director to hold office until the next Annual Stockholders' Meeting: William D. Johnson | Management | For | Voted - For |
1j. | Election of Director to hold office until the next Annual Stockholders' Meeting: Kevin T. Kabat | Management | For | Voted - For |
1k. | Election of Director to hold office until the next Annual Stockholders' Meeting: Cassandra S. Lee | Management | For | Voted - For |
1l. | Election of Director to hold office until the next Annual Stockholders' Meeting: Lloyd M. Yates | Management | For | Voted - For |
2. | To approve named executive officer compensation on an advisory basis. | Management | For | Voted - For |
3. | To approve the frequency of future advisory votes on named executive officer compensation on an advisory basis. | Management | 1 Year | Voted - 1 Year |
4. | To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2023. | Management | For | Voted - For |
5. | To approve an Amendment to our Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock. | Management | For | Voted - For |
6. | Stockholder proposal requesting the adoption of a policy requiring the separation of the roles of Chairman of the Board and Chief Executive Officer. | Shareholder | Against | Voted - Against |
PROLOGIS, INC.
Security ID: 74340W103
Ticker: PLD
Meeting Date: 28-Sep-22
Meeting Type: Special
1. | To approve the "Prologis common stock issuance proposal" (as defined in the Proxy Statement), which involves the issuance of common stock of Prologis, Inc. in connection with the merger of Duke Realty Corporation with and into Compton Merger Sub LLC, pursuant to which each outstanding share of Duke Realty Corporation common stock will be converted into the right to receive 0.475 of a newly issued share of Prologis, Inc. common stock, on the terms and conditions set forth in the Agreement and Plan of Merger, dated as of June 11, 2022. | Management | For | Voted - For |
2. | To approve one or more adjournments of the Prologis, Inc. special meeting to another date, time or place, if necessary or appropriate, to solicit additional proxies in favor of the Prologis common stock issuance proposal (the "Prologis adjournment proposal"). | Management | For | Voted - For |
1. | To approve the "Prologis common stock issuance proposal" (as defined in the Proxy Statement), which involves the issuance of common stock of Prologis, Inc. in connection with the merger of Duke Realty Corporation with and into Compton Merger Sub LLC, pursuant to which each outstanding share of Duke Realty Corporation common stock will be converted into the right to receive 0.475 of a newly issued share of Prologis, Inc. common stock, on the terms and conditions set forth in the Agreement and Plan of Merger, dated as of June 11, 2022. | Management | For | Voted - For |
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Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
2. | To approve one or more adjournments of the Prologis, Inc. special meeting to another date, time or place, if necessary or appropriate, to solicit additional proxies in favor of the Prologis common stock issuance proposal (the "Prologis adjournment proposal"). | Management | For | Voted - For |
REXFORD INDUSTRIAL REALTY, INC.
Security ID: 76169C100
Ticker: REXR
Meeting Date: 05-Jun-23
Meeting Type: Annual
1.1 | Election of Director: Robert L. Antin | Management | For | Voted - For |
1.2 | Election of Director: Michael S. Frankel | Management | For | Voted - For |
1.3 | Election of Director: Diana J. Ingram | Management | For | Voted - For |
1.4 | Election of Director: Angela L. Kleiman | Management | For | Voted - For |
1.5 | Election of Director: Debra L. Morris | Management | For | Voted - For |
1.6 | Election of Director: Tyler H. Rose | Management | For | Voted - For |
1.7 | Election of Director: Howard Schwimmer | Management | For | Voted - For |
1.8 | Election of Director: Richard S. Ziman | Management | For | Voted - For |
2. | The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | Voted - For |
3. | The advisory resolution to approve the Company's named executive officer compensation for the fiscal year ended December 31, 2022, as described in the Rexford Industrial Realty, Inc. Proxy Statement. | Management | For | Voted - For |
SBA COMMUNICATIONS CORPORATION
Security ID: 78410G104
Ticker: SBAC
Meeting Date: 25-May-23
Meeting Type: Annual
1.1 | Election of Director For a three-year term expiring at the 2026 Annual Meeting: Steven E. Bernstein | Management | For | Voted - For |
1.2 | Election of Director For a three-year term expiring at the 2026 Annual Meeting: Laurie Bowen | Management | For | Voted - For |
1.3 | Election of Director For a three-year term expiring at the 2026 Annual Meeting: Amy E. Wilson | Management | For | Voted - For |
2. | Ratification of the appointment of Ernst & Young LLP as SBA's independent registered public accounting firm for the 2023 fiscal year. | Management | For | Voted - For |
3. | Approval, on an advisory basis, of the compensation of SBA's named executive officers. | Management | For | Voted – For |
13
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
4. | Approval, on an advisory basis, of the frequency of future advisory votes on the compensation of SBA's named executive officers. | Management | 1 Year | Voted - 1 Year |
TELUS CORPORATION
Security ID: 87971M103
Ticker: TU
Meeting Date: 04-May-23
Meeting Type: Annual
1.1 | Director: Raymond T. Chan | Management | For | Voted - For |
1.2 | Director: Hazel Claxton | Management | For | Voted - For |
1.3 | Director: Lisa de Wilde | Management | For | Voted - For |
1.4 | Director: Victor Dodig | Management | For | Voted - For |
1.5 | Director: Darren Entwistle | Management | For | Voted - For |
1.6 | Director: Thomas E. Flynn | Management | For | Voted - For |
1.7 | Director: Mary Jo Haddad | Management | For | Voted - For |
1.8 | Director: Kathy Kinloch | Management | For | Voted - For |
1.9 | Director: Christine Magee | Management | For | Voted - For |
1.10 | Director: John Manley | Management | For | Voted - For |
1.11 | Director: David Mowat | Management | For | Voted - For |
1.12 | Director: Marc Parent | Management | For | Voted - For |
1.13 | Director: Denise Pickett | Management | For | Voted - For |
1.14 | Director: W. Sean Willy | Management | For | Voted - For |
2 | Appoint Deloitte LLP as auditor for the ensuing year and authorize directors to fix its remuneration. | Management | For | Voted - For |
3 | Approve the Company's approach to executive compensation. | Management | For | Voted - For |
4 | Approval of an increase to the share reserve under the Restricted Share Unit Plan. | Management | For | Voted - For |
5 | Approval of an increase to the share reserve under the Performance Share Unit Plan. | Management | For | Voted - For |
T-MOBILE US, INC.
Security ID: 872590104
Ticker: TMUS
Meeting Date: 16-Jun-23
Meeting Type: Annual
1.1 | Director: André Almeida | Management | For | Voted - For |
1.2 | Director: Marcelo Claure | Management | For | Voted - For |
1.3 | Director: Srikant M. Datar | Management | For | Voted - For |
1.4 | Director: Srinivasan Gopalan | Management | For | Voted - For |
1.5 | Director: Timotheus Höttges | Management | For | Voted - For |
1.6 | Director: Christian P. Illek | Management | For | Voted - For |
1.7 | Director: Raphael Kübler | Management | For | Voted - For |
1.8 | Director: Thorsten Langheim | Management | For | Voted - For |
1.9 | Director: Dominique Leroy | Management | For | Voted - For |
1.10 | Director: Letitia A. Long | Management | For | Voted – For |
14
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.11 | Director: G. Michael Sievert | Management | For | Voted - For |
1.12 | Director: Teresa A. Taylor | Management | For | Voted - For |
1.13 | Director: Kelvin R. Westbrook | Management | For | Voted - For |
2. | Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for Fiscal Year 2023. | Management | For | Voted - For |
3. | Advisory Vote to Approve the Compensation Provided to the Company's Named Executive Officers for 2022. | Management | For | Voted - For |
4. | Advisory Vote on the Frequency of Future Advisory Votes to Approve the Compensation Provided to the Company's Named Executive Officers. | Management | 3 Years | Voted - 3 Years |
5. | Approval of T-Mobile US, Inc. 2023 Incentive Award Plan. | Management | For | Voted - For |
6. | Approval of T-Mobile US, Inc. Amended and Restated 2014 Employee Stock Purchase Plan. | Management | For | Voted - For |
UNION PACIFIC CORPORATION
Security ID: 907818108
Ticker: UNP
Meeting Date: 18-May-23
Meeting Type: Annual
1a. | Election of Director: William J. DeLaney | Management | For | Voted - For |
1b. | Election of Director: David B. Dillon | Management | For | Voted - For |
1c. | Election of Director: Sheri H. Edison | Management | For | Voted - For |
1d. | Election of Director: Teresa M. Finley | Management | For | Voted - For |
1e. | Election of Director: Lance M. Fritz | Management | For | Voted - For |
1f. | Election of Director: Deborah C. Hopkins | Management | For | Voted - For |
1g. | Election of Director: Jane H. Lute | Management | For | Voted - For |
1h. | Election of Director: Michael R. McCarthy | Management | For | Voted - For |
1i. | Election of Director: Jose H. Villarreal | Management | For | Voted - For |
1j. | Election of Director: Christopher J. Williams | Management | For | Voted - For |
2. | Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for 2023. | Management | For | Voted - For |
3. | An advisory vote to approve executive compensation ("Say On Pay"). | Management | For | Voted - For |
4. | An advisory vote on the frequency of future advisory votes on executive compensation ("Say on Frequency"). | Management | 1 Year | Voted - 1 Year |
5. | Shareholder proposal regarding independent board chairman. | Shareholder | Against | Voted - For |
6. | Shareholder proposal requesting an amendment to our Bylaws to require shareholder approval for certain future amendments. | Shareholder | Against | Voted - Against |
7. | Shareholder proposal requesting a paid sick leave policy. | Shareholder | Against | Voted – Against |
15
Reaves Infrastructure Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
XCEL ENERGY INC.
Security ID: 98389B100
Ticker: XEL
Meeting Date: 24-May-23
Meeting Type: Annual
1a. | Election of Director: Megan Burkhart | Management | For | Voted - For |
1b. | Election of Director: Lynn Casey | Management | For | Voted - For |
1c. | Election of Director: Bob Frenzel | Management | For | Voted - For |
1d. | Election of Director: Netha Johnson | Management | For | Voted - For |
1e. | Election of Director: Patricia Kampling | Management | For | Voted - For |
1f. | Election of Director: George Kehl | Management | For | Voted - For |
1g. | Election of Director: Richard O'Brien | Management | For | Voted - For |
1h. | Election of Director: Charles Pardee | Management | For | Voted - For |
1i. | Election of Director: Christopher Policinski | Management | For | Voted - For |
1j. | Election of Director: James Prokopanko | Management | For | Voted - For |
1k. | Election of Director: Kim Williams | Management | For | Voted - For |
1l. | Election of Director: Daniel Yohannes | Management | For | Voted - For |
2. | Approval of Xcel Energy Inc.'s executive compensation in an advisory vote (say on pay vote) | Management | For | Voted - For |
3. | Approval of the frequency of say on pay votes | Management | 1 Year | Voted - 1 Year |
4. | Ratification of the appointment of Deloitte & Touche LLP as Xcel Energy Inc.'s independent registered public accounting firm for 2023 | Management | For | Voted - For |
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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.
The Advisors’ Inner Circle Fund II
By: /s/ Michael Beattie
Michael Beattie
President
Date: July 31, 2023
17