UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
| Investment Company Act file number | 811-07324 |
| Chesapeake Investment Trust |
| (Exact name of registrant as specified in charter) |
| 285 Wilmington-West Chester Pike Chadds Ford, PA | 19317 |
| (Address of principal executive offices) | (Zip code) |
Jesse D. Hallee
| c/o Ultimus Fund Solutions, LLC 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246 |
| (Name and address of agent for service) |
| Registrant's telephone number, including area code: | (513) 587-3400 |
| Date of fiscal year end: | October 31 | |
| Date of reporting period: | July 1, 2021 – June 30, 2022 |
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. PROXY VOTING RECORD.
Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:
| (a) | The name of the issuer of the portfolio security; |
| (b) | The exchange ticker symbol of the portfolio security; |
| (c) | The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security; |
| (d) | The shareholder meeting date; |
| (e) | A brief identification of the matter voted on; |
| (f) | Whether the matter was proposed by the issuer or by a security holder; |
| (g) | Whether the registrant cast its vote on the matter; |
| (h) | How the registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and |
| (i) | Whether the registrant cast its vote for or against management. |
EXHIBIT A
Chesapeake Growth Fund
| Investment Company Report | |||||||||||||
| Proxy Voting Report The Chesapeake Growth Fund 01-Jul-2021 To 30-Jun-2022 | |||||||||||||
| TAKE-TWO INTERACTIVE SOFTWARE, INC. | |||||||||||||
| Security | 874054109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | TTWO | Meeting Date | 14-Sep-2021 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Strauss Zelnick | Management | For | For | For | ||||||||
| 1B. | Election of Director: Michael Dornemann | Management | For | For | For | ||||||||
| 1C. | Election of Director: J. Moses | Management | For | For | For | ||||||||
| 1D. | Election of Director: Michael Sheresky | Management | For | For | For | ||||||||
| 1E. | Election of Director: LaVerne Srinivasan | Management | For | For | For | ||||||||
| 1F. | Election of Director: Susan Tolson | Management | For | For | For | ||||||||
| 1G. | Election of Director: Paul Viera | Management | For | For | For | ||||||||
| 1H. | Election of Director: Roland Hernandez | Management | For | For | For | ||||||||
| 2. | Approval, on a non-binding advisory basis, of the compensation of the Company's "named executive officers" as disclosed in the Proxy Statement. | Management | For | For | For | ||||||||
| 3. | Approval of the amendment to the Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan. | Management | For | For | For | ||||||||
| 4. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2022. | Management | For | For | For | ||||||||
| INTUITIVE SURGICAL, INC. | |||||||||||||
| Security | 46120E602 | Meeting Type | Special | ||||||||||
| Ticker Symbol | ISRG | Meeting Date | 20-Sep-2021 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | TO APPROVE THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FOR THE PURPOSE OF EFFECTING A THREE-FOR-ONE STOCK SPLIT. | Management | For | For | For | ||||||||
| ELASTIC N.V. | |||||||||||||
| Security | N14506104 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | ESTC | Meeting Date | 01-Oct-2021 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of executive Director for a term of three years ending at the close of the annual general meeting of 2024: Shay Banon | Management | For | For | For | ||||||||
| 1B. | Election of non-executive Director for a term of three years ending at the close of the annual general meeting of 2024: Shelley Leibowitz | Management | For | For | For | ||||||||
| 2. | Adoption of Dutch Statutory Annual Accounts for fiscal year 2021. | Management | For | For | For | ||||||||
| 3. | Grant of full discharge of the Company's executive director from liability with respect to the performance of his duties during fiscal year 2021. | Management | For | For | For | ||||||||
| 4. | Grant of full discharge of the Company's non-executive directors from liability with respect to the performance of their duties during fiscal year 2021. | Management | For | For | For | ||||||||
| 5. | Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2022. | Management | For | For | For | ||||||||
| 6. | Authorization of the Board of Directors to repurchase shares in the capital of the Company. | Management | For | For | For | ||||||||
| 7. | Non-binding advisory vote on the compensation of the Company's named executive officers. | Management | Against | For | Against | ||||||||
| NIKE, INC. | |||||||||||||
| Security | 654106103 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | NKE | Meeting Date | 06-Oct-2021 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Class B Director: Alan B. Graf, Jr. | Management | For | For | For | ||||||||
| 1B. | Election of Class B Director: Peter B. Henry | Management | For | For | For | ||||||||
| 1C. | Election of Class B Director: Michelle A. Peluso | Management | For | For | For | ||||||||
| 2. | To approve executive compensation by an advisory vote. | Management | For | For | For | ||||||||
| 3. | To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm. | Management | For | For | For | ||||||||
| 4. | To consider a shareholder proposal regarding political contributions disclosure, if properly presented at the meeting. | Shareholder | Against | Against | For | ||||||||
| 5. | To consider a shareholder proposal regarding a human rights impact assessment, if properly presented at the meeting. | Shareholder | Against | Against | For | ||||||||
| 6. | To consider a shareholder proposal regarding supplemental pay equity disclosure, if properly presented at the meeting. | Shareholder | Against | Against | For | ||||||||
| 7. | To consider a shareholder proposal regarding diversity and inclusion efforts reporting, if properly presented at the meeting. | Shareholder | For | Against | Against | ||||||||
| MICROSOFT CORPORATION | |||||||||||||
| Security | 594918104 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | MSFT | Meeting Date | 30-Nov-2021 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Reid G. Hoffman | Management | For | For | For | ||||||||
| 1B. | Election of Director: Hugh F. Johnston | Management | For | For | For | ||||||||
| 1C. | Election of Director: Teri L. List | Management | For | For | For | ||||||||
| 1D. | Election of Director: Satya Nadella | Management | For | For | For | ||||||||
| 1E. | Election of Director: Sandra E. Peterson | Management | For | For | For | ||||||||
| 1F. | Election of Director: Penny S. Pritzker | Management | For | For | For | ||||||||
| 1G. | Election of Director: Carlos A. Rodriguez | Management | For | For | For | ||||||||
| 1H. | Election of Director: Charles W. Scharf | Management | For | For | For | ||||||||
| 1I. | Election of Director: John W. Stanton | Management | For | For | For | ||||||||
| 1J. | Election of Director: John W. Thompson | Management | For | For | For | ||||||||
| 1K. | Election of Director: Emma N. Walmsley | Management | For | For | For | ||||||||
| 1L. | Election of Director: Padmasree Warrior | Management | For | For | For | ||||||||
| 2. | Advisory vote to approve named executive officer compensation. | Management | For | For | For | ||||||||
| 3. | Approve Employee Stock Purchase Plan. | Management | For | For | For | ||||||||
| 4. | Ratification of the Selection of Deloitte & Touche LLP as our Independent Auditor for Fiscal Year 2022. | Management | For | For | For | ||||||||
| 5. | Shareholder Proposal - Report on median pay gaps across race and gender. | Shareholder | Against | Against | For | ||||||||
| 6. | Shareholder Proposal - Report on effectiveness of workplace sexual harassment policies. | Shareholder | For | Against | Against | ||||||||
| 7. | Shareholder Proposal - Prohibition on sales of facial recognition technology to all government entities. | Shareholder | Against | Against | For | ||||||||
| 8. | Shareholder Proposal - Report on implementation of the Fair Chance Business Pledge. | Shareholder | Against | Against | For | ||||||||
| 9. | Shareholder Proposal - Report on how lobbying activities align with company policies. | Shareholder | Against | Against | For | ||||||||
| APPLE INC. | |||||||||||||
| Security | 037833100 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | AAPL | Meeting Date | 04-Mar-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: James Bell | Management | For | For | For | ||||||||
| 1B. | Election of Director: Tim Cook | Management | For | For | For | ||||||||
| 1C. | Election of Director: Al Gore | Management | For | For | For | ||||||||
| 1D. | Election of Director: Alex Gorsky | Management | For | For | For | ||||||||
| 1E. | Election of Director: Andrea Jung | Management | For | For | For | ||||||||
| 1F. | Election of Director: Art Levinson | Management | For | For | For | ||||||||
| 1G. | Election of Director: Monica Lozano | Management | For | For | For | ||||||||
| 1H. | Election of Director: Ron Sugar | Management | For | For | For | ||||||||
| 1I. | Election of Director: Sue Wagner | Management | For | For | For | ||||||||
| 2. | Ratification of the appointment of Ernst & Young LLP as Apple's independent registered public accounting firm for fiscal 2022. | Management | For | For | For | ||||||||
| 3. | Advisory vote to approve executive compensation. | Management | For | For | For | ||||||||
| 4. | Approval of the Apple Inc. 2022 Employee Stock Plan. | Management | For | For | For | ||||||||
| 5. | A shareholder proposal entitled "Reincorporate with Deeper Purpose". | Shareholder | Against | Against | For | ||||||||
| 6. | A shareholder proposal entitled "Transparency Reports". | Shareholder | Against | Against | For | ||||||||
| 7. | A shareholder proposal entitled "Report on Forced Labor". | Shareholder | Against | Against | For | ||||||||
| 8. | A shareholder proposal entitled "Pay Equity". | Shareholder | Against | Against | For | ||||||||
| 9. | A shareholder proposal entitled "Civil Rights Audit". | Shareholder | For | Against | Against | ||||||||
| 10. | A shareholder proposal entitled "Report on Concealment Clauses". | Shareholder | For | Against | Against | ||||||||
| THE WALT DISNEY COMPANY | |||||||||||||
| Security | 254687106 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | DIS | Meeting Date | 09-Mar-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Susan E. Arnold | Management | For | For | For | ||||||||
| 1B. | Election of Director: Mary T. Barra | Management | For | For | For | ||||||||
| 1C. | Election of Director: Safra A. Catz | Management | For | For | For | ||||||||
| 1D. | Election of Director: Amy L. Chang | Management | For | For | For | ||||||||
| 1E. | Election of Director: Robert A. Chapek | Management | For | For | For | ||||||||
| 1F. | Election of Director: Francis A. deSouza | Management | For | For | For | ||||||||
| 1G. | Election of Director: Michael B.G. Froman | Management | For | For | For | ||||||||
| 1H. | Election of Director: Maria Elena Lagomasino | Management | For | For | For | ||||||||
| 1I. | Election of Director: Calvin R. McDonald | Management | For | For | For | ||||||||
| 1J. | Election of Director: Mark G. Parker | Management | For | For | For | ||||||||
| 1K. | Election of Director: Derica W. Rice | Management | For | For | For | ||||||||
| 2. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal 2022. | Management | For | For | For | ||||||||
| 3. | Consideration of an advisory vote to approve executive compensation. | Management | For | For | For | ||||||||
| 4. | Shareholder proposal, if properly presented at the meeting, requesting an annual report disclosing information regarding lobbying policies and activities. | Shareholder | Against | Against | For | ||||||||
| 5. | Shareholder proposal, if properly presented at the meeting, requesting amendment of the Company's governing documents to lower the stock ownership threshold to call a special meeting of shareholders. | Shareholder | For | Against | Against | ||||||||
| 6. | Shareholder proposal, if properly presented at the meeting, requesting a diligence report evaluating human rights impacts. | Shareholder | Against | Against | For | ||||||||
| 7. | Shareholder proposal, if properly presented at the meeting, requesting a report on both median and adjusted pay gaps across race and gender. | Shareholder | For | Against | Against | ||||||||
| 8. | Shareholder proposal, if properly presented at the meeting, requesting a workplace non- discrimination audit and report. | Shareholder | Against | Against | For | ||||||||
| THE SHERWIN-WILLIAMS COMPANY | |||||||||||||
| Security | 824348106 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | SHW | Meeting Date | 20-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Kerrii B. Anderson | Management | For | For | For | ||||||||
| 1B. | Election of Director: Arthur F. Anton | Management | For | For | For | ||||||||
| 1C. | Election of Director: Jeff M. Fettig | Management | For | For | For | ||||||||
| 1D. | Election of Director: Richard J. Kramer | Management | For | For | For | ||||||||
| 1E. | Election of Director: John G. Morikis | Management | For | For | For | ||||||||
| 1F. | Election of Director: Christine A. Poon | Management | For | For | For | ||||||||
| 1G. | Election of Director: Aaron M. Powell | Management | For | For | For | ||||||||
| 1H. | Election of Director: Marta R. Stewart | Management | For | For | For | ||||||||
| 1I. | Election of Director: Michael H. Thaman | Management | For | For | For | ||||||||
| 1J. | Election of Director: Matthew Thornton III | Management | For | For | For | ||||||||
| 1K. | Election of Director: Steven H. Wunning | Management | For | For | For | ||||||||
| 2. | Advisory approval of the compensation of the named executives. | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm. | Management | For | For | For | ||||||||
| HUMANA INC. | |||||||||||||
| Security | 444859102 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | HUM | Meeting Date | 21-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A) | Election of Director: Raquel C. Bono, M.D. | Management | For | For | For | ||||||||
| 1B) | Election of Director: Bruce D. Broussard | Management | For | For | For | ||||||||
| 1C) | Election of Director: Frank A. D'Amelio | Management | For | For | For | ||||||||
| 1D) | Election of Director: David T. Feinberg, M.D. | Management | For | For | For | ||||||||
| 1E) | Election of Director: Wayne A. I. Frederick, M.D. | Management | For | For | For | ||||||||
| 1F) | Election of Director: John W. Garratt | Management | For | For | For | ||||||||
| 1G) | Election of Director: Kurt J. Hilzinger | Management | For | For | For | ||||||||
| 1H) | Election of Director: David A. Jones, Jr. | Management | For | For | For | ||||||||
| 1I) | Election of Director: Karen W. Katz | Management | For | For | For | ||||||||
| 1J) | Election of Director: Marcy S. Klevorn | Management | For | For | For | ||||||||
| 1K) | Election of Director: William J. McDonald | Management | For | For | For | ||||||||
| 1L) | Election of Director: Jorge S. Mesquita | Management | For | For | For | ||||||||
| 1M) | Election of Director: James J. O'Brien | Management | For | For | For | ||||||||
| 2) | The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. | Management | For | For | For | ||||||||
| 3) | Non-binding advisory vote for the approval of the compensation of the named executive officers as disclosed in the 2022 proxy statement. | Management | For | For | For | ||||||||
| BANK OF AMERICA CORPORATION | |||||||||||||
| Security | 060505104 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | BAC | Meeting Date | 26-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Sharon L. Allen | Management | For | For | For | ||||||||
| 1B. | Election of Director: Frank P. Bramble, Sr. | Management | For | For | For | ||||||||
| 1C. | Election of Director: Pierre J.P. de Weck | Management | For | For | For | ||||||||
| 1D. | Election of Director: Arnold W. Donald | Management | For | For | For | ||||||||
| 1E. | Election of Director: Linda P. Hudson | Management | For | For | For | ||||||||
| 1F. | Election of Director: Monica C. Lozano | Management | For | For | For | ||||||||
| 1G. | Election of Director: Brian T. Moynihan | Management | For | For | For | ||||||||
| 1H. | Election of Director: Lionel L. Nowell III | Management | For | For | For | ||||||||
| 1I. | Election of Director: Denise L. Ramos | Management | For | For | For | ||||||||
| 1J. | Election of Director: Clayton S. Rose | Management | For | For | For | ||||||||
| 1K. | Election of Director: Michael D. White | Management | For | For | For | ||||||||
| 1L. | Election of Director: Thomas D. Woods | Management | For | For | For | ||||||||
| 1M. | Election of Director: R. David Yost | Management | For | For | For | ||||||||
| 1N. | Election of Director: Maria T. Zuber | Management | For | For | For | ||||||||
| 2. | Approving our executive compensation (an advisory, nonbinding "Say on Pay" resolution) | Management | For | For | For | ||||||||
| 3. | Ratifying the appointment of our independent registered public accounting firm for 2022. | Management | For | For | For | ||||||||
| 4. | Ratifying the Delaware Exclusive Forum Provision in our Bylaws. | Management | Against | For | Against | ||||||||
| 5. | Shareholder proposal requesting a civil rights and nondiscrimination audit. | Shareholder | Against | Against | For | ||||||||
| 6. | Shareholder proposal requesting adoption of policy to cease financing new fossil fuel supplies. | Shareholder | Against | Against | For | ||||||||
| 7. | Shareholder proposal requesting a report on charitable donations. | Shareholder | Against | Against | For | ||||||||
| INTUITIVE SURGICAL, INC. | |||||||||||||
| Security | 46120E602 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | ISRG | Meeting Date | 28-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Craig H. Barratt, Ph.D. | Management | For | For | For | ||||||||
| 1B. | Election of Director: Joseph C. Beery | Management | For | For | For | ||||||||
| 1C. | Election of Director: Gary S. Guthart, Ph.D. | Management | For | For | For | ||||||||
| 1D. | Election of Director: Amal M. Johnson | Management | For | For | For | ||||||||
| 1E. | Election of Director: Don R. Kania, Ph.D. | Management | For | For | For | ||||||||
| 1F. | Election of Director: Amy L. Ladd, M.D. | Management | For | For | For | ||||||||
| 1G. | Election of Director: Keith R. Leonard, Jr. | Management | For | For | For | ||||||||
| 1H. | Election of Director: Alan J. Levy, Ph.D. | Management | For | For | For | ||||||||
| 1I. | Election of Director: Jami Dover Nachtsheim | Management | For | For | For | ||||||||
| 1J. | Election of Director: Monica P. Reed, M.D. | Management | For | For | For | ||||||||
| 1K. | Election of Director: Mark J. Rubash | Management | For | For | For | ||||||||
| 2. | To approve, by advisory vote, the compensation of the Company's Named Executive Officers. | Management | For | For | For | ||||||||
| 3. | The ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. | Management | For | For | For | ||||||||
| 4. | To approve the Company's Amended and Restated 2010 Incentive Award Plan. | Management | For | For | For | ||||||||
| THE GOLDMAN SACHS GROUP, INC. | |||||||||||||
| Security | 38141G104 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | GS | Meeting Date | 28-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Michele Burns | Management | For | For | For | ||||||||
| 1B. | Election of Director: Drew Faust | Management | For | For | For | ||||||||
| 1C. | Election of Director: Mark Flaherty | Management | For | For | For | ||||||||
| 1D. | Election of Director: Kimberley Harris | Management | For | For | For | ||||||||
| 1E. | Election of Director: Ellen Kullman | Management | For | For | For | ||||||||
| 1F. | Election of Director: Lakshmi Mittal | Management | For | For | For | ||||||||
| 1G. | Election of Director: Adebayo Ogunlesi | Management | For | For | For | ||||||||
| 1H. | Election of Director: Peter Oppenheimer | Management | For | For | For | ||||||||
| 1I. | Election of Director: David Solomon | Management | For | For | For | ||||||||
| 1J. | Election of Director: Jan Tighe | Management | For | For | For | ||||||||
| 1K. | Election of Director: Jessica Uhl | Management | For | For | For | ||||||||
| 1L. | Election of Director: David Viniar | Management | For | For | For | ||||||||
| 1M. | Election of Director: Mark Winkelman | Management | For | For | For | ||||||||
| 2. | Advisory Vote to Approve Executive Compensation (Say on Pay) | Management | Against | For | Against | ||||||||
| 3. | Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for 2022 | Management | For | For | For | ||||||||
| 4. | Shareholder Proposal Regarding Charitable Giving Reporting | Shareholder | Against | Against | For | ||||||||
| 5. | Shareholder Proposal Regarding a Policy for an Independent Chair | Shareholder | Against | Against | For | ||||||||
| 6. | Shareholder Proposal Regarding a Policy to Ensure Lending and Underwriting do not Contribute to New Fossil Fuel Development | Shareholder | Against | Against | For | ||||||||
| 7. | Shareholder Proposal Regarding Special Shareholder Meeting Thresholds | Shareholder | For | Against | Against | ||||||||
| THE BOEING COMPANY | |||||||||||||
| Security | 097023105 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | BA | Meeting Date | 29-Apr-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Robert A. Bradway | Management | For | For | For | ||||||||
| 1B. | Election of Director: David L. Calhoun | Management | For | For | For | ||||||||
| 1C. | Election of Director: Lynne M. Doughtie | Management | For | For | For | ||||||||
| 1D. | Election of Director: Lynn J. Good | Management | For | For | For | ||||||||
| 1E. | Election of Director: Stayce D. Harris | Management | For | For | For | ||||||||
| 1F. | Election of Director: Akhil Johri | Management | For | For | For | ||||||||
| 1G. | Election of Director: David L. Joyce | Management | For | For | For | ||||||||
| 1H. | Election of Director: Lawrence W. Kellner | Management | For | For | For | ||||||||
| 1I. | Election of Director: Steven M. Mollenkopf | Management | For | For | For | ||||||||
| 1J. | Election of Director: John M. Richardson | Management | For | For | For | ||||||||
| 1K. | Election of Director: Ronald A. Williams | Management | For | For | For | ||||||||
| 2. | Approve, on an Advisory Basis, Named Executive Officer Compensation. | Management | Against | For | Against | ||||||||
| 3. | Approve The Boeing Company Global Stock Purchase Plan. | Management | For | For | For | ||||||||
| 4. | Ratify the Appointment of Deloitte & Touche LLP as Independent Auditor for 2022. | Management | For | For | For | ||||||||
| 5. | Additional Report on Lobbying Activities. | Shareholder | Against | Against | For | ||||||||
| 6. | Additional Report on Charitable Contributions. | Shareholder | Against | Against | For | ||||||||
| 7. | Reduce Threshold to Call Special Meetings from 25% to 10%. | Shareholder | For | Against | Against | ||||||||
| 8. | Report on Net Zero Indicator. | Shareholder | For | For | For | ||||||||
| ELI LILLY AND COMPANY | |||||||||||||
| Security | 532457108 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | LLY | Meeting Date | 02-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director to serve a three-year term: Ralph Alvarez | Management | For | For | For | ||||||||
| 1B. | Election of Director to serve a three-year term: Kimberly H. Johnson | Management | For | For | For | ||||||||
| 1C. | Election of Director to serve a three-year term: Juan R. Luciano | Management | For | For | For | ||||||||
| 2. | Approval, on an advisory basis, of the compensation paid to the company's named executive officers. | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of Ernst & Young LLP as the independent auditor for 2022. | Management | For | For | For | ||||||||
| 4. | Approval of amendments to the company's Articles of Incorporation to eliminate the classified board structure. | Management | For | For | For | ||||||||
| 5. | Approval of amendments to the company's Articles of Incorporation to eliminate supermajority voting provisions. | Management | For | For | For | ||||||||
| 6. | Approval of amendments to the company's Articles of Incorporation to give shareholders the ability to amend the company's bylaws. | Management | For | For | For | ||||||||
| 7. | Shareholder proposal to amend the bylaws to require an independent board chair. | Shareholder | Against | Against | For | ||||||||
| 8. | Shareholder proposal to publish an annual report disclosing lobbying activities. | Shareholder | Against | Against | For | ||||||||
| 9. | Shareholder proposal to disclose lobbying activities and alignment with public policy positions and statements. | Shareholder | Against | Against | For | ||||||||
| 10. | Shareholder proposal to report oversight of risks related to anticompetitive pricing strategies. | Shareholder | Against | Against | For | ||||||||
| AMETEK INC. | |||||||||||||
| Security | 031100100 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | AME | Meeting Date | 05-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director for a term of three years: Steven W. Kohlhagen | Management | For | For | For | ||||||||
| 1B. | Election of Director for a term of three years: Dean Seavers | Management | For | For | For | ||||||||
| 1C. | Election of Director for a term of three years: David A. Zapico | Management | For | For | For | ||||||||
| 2. | Approval, by advisory vote, of the compensation of AMETEK, Inc.'s named executive officers. | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2022. | Management | For | For | For | ||||||||
| SIMON PROPERTY GROUP, INC. | |||||||||||||
| Security | 828806109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | SPG | Meeting Date | 11-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Glyn F. Aeppel | Management | For | For | For | ||||||||
| 1B. | Election of Director: Larry C. Glasscock | Management | For | For | For | ||||||||
| 1C. | Election of Director: Karen N. Horn, Ph.D. | Management | For | For | For | ||||||||
| 1D. | Election of Director: Allan Hubbard | Management | For | For | For | ||||||||
| 1E. | Election of Director: Reuben S. Leibowitz | Management | For | For | For | ||||||||
| 1F. | Election of Director: Gary M. Rodkin | Management | For | For | For | ||||||||
| 1G. | Election of Director: Peggy Fang Roe | Management | For | For | For | ||||||||
| 1H. | Election of Director: Stefan M. Selig | Management | For | For | For | ||||||||
| 1I. | Election of Director: Daniel C. Smith, Ph.D. | Management | For | For | For | ||||||||
| 1J. | Election of Director: J. Albert Smith, Jr. | Management | For | For | For | ||||||||
| 1K. | Election of Director: Marta R. Stewart | Management | For | For | For | ||||||||
| 2. | Advisory Vote to Approve the Compensation of our Named Executive Officers. | Management | For | For | For | ||||||||
| 3. | Ratify the appointment of Ernst & Young LLP as our Independent Registered Public Accounting Firm for 2022. | Management | For | For | For | ||||||||
| CHIPOTLE MEXICAN GRILL, INC. | |||||||||||||
| Security | 169656105 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | CMG | Meeting Date | 18-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | |||||||||||
| 1 | Albert S. Baldocchi | For | For | For | |||||||||
| 2 | Matthew A. Carey | For | For | For | |||||||||
| 3 | Gregg Engles | For | For | For | |||||||||
| 4 | Patricia Fili-Krushel | For | For | For | |||||||||
| 5 | Mauricio Gutierrez | For | For | For | |||||||||
| 6 | Robin Hickenlooper | For | For | For | |||||||||
| 7 | Scott Maw | For | For | For | |||||||||
| 8 | Brian Niccol | For | For | For | |||||||||
| 9 | Mary Winston | For | For | For | |||||||||
| 2. | An advisory vote to approve the compensation of our executive officers as disclosed in the proxy statement ("say-on- pay"). | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2022. | Management | For | For | For | ||||||||
| 4. | Approve the Chipotle Mexican Grill, Inc. 2022 Stock Incentive Plan. | Management | For | For | For | ||||||||
| 5. | Approve the Chipotle Mexican Grill, Inc. Employee Stock Purchase Plan. | Management | For | For | For | ||||||||
| 6. | Shareholder Proposal - Commission a Racial Equity Audit. | Shareholder | For | Against | Against | ||||||||
| 7. | Shareholder Proposal - Publish Quantitative Workforce Data. | Shareholder | Against | Against | For | ||||||||
| DEXCOM, INC. | |||||||||||||
| Security | 252131107 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | DXCM | Meeting Date | 19-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1.1 | Election of Class II Director to hold office until our 2023 Annual Meeting: Steven R. Altman | Management | For | For | For | ||||||||
| 1.2 | Election of Class II Director to hold office until our 2023 Annual Meeting: Barbara E. Kahn | Management | For | For | For | ||||||||
| 1.3 | Election of Class II Director to hold office until our 2023 Annual Meeting: Kyle Malady | Management | For | For | For | ||||||||
| 1.4 | Election of Class II Director to hold office until our 2023 Annual Meeting: Jay S. Skyler, MD, MACP | Management | For | For | For | ||||||||
| 2. | To ratify the selection by the Audit Committee of our Board of Directors of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022. | Management | For | For | For | ||||||||
| 3. | To hold a non-binding vote on an advisory resolution to approve executive compensation. | Management | For | For | For | ||||||||
| 4. | To approve the amendment and restatement of our Restated Certificate of Incorporation to (i) effect a 4:1 forward split of our Common Stock (the "Forward Stock Split") and (ii) increase the number of shares of authorized Common Stock to effectuate the Forward Stock Split. | Management | For | For | For | ||||||||
| TAKE-TWO INTERACTIVE SOFTWARE, INC. | |||||||||||||
| Security | 874054109 | Meeting Type | Special | ||||||||||
| Ticker Symbol | TTWO | Meeting Date | 19-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | Approval of the issuance of shares of Take- Two common stock in connection with the combination contemplated by the Agreement and Plan of Merger, dated January 9, 2022, among Take-Two, Zebra MS I, Inc., Zebra MS II, Inc. and Zynga, as the same may be amended from time to time. | Management | For | For | For | ||||||||
| 2. | Approval and adoption of an amendment to the Company's Restated Certificate of Incorporation to increase the number of authorized shares of Company capital stock from 205,000,000 to 305,000,000, of which 300,000,000 shares will be common stock and 5,000,000 shares will be preferred stock. | Management | For | For | For | ||||||||
| 3. | Approval of the adjournment of the Company's special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Company's special meeting to approve proposals 1 and 2. | Management | For | For | For | ||||||||
| PIONEER NATURAL RESOURCES COMPANY | |||||||||||||
| Security | 723787107 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | PXD | Meeting Date | 25-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: A.R. Alameddine | Management | For | For | For | ||||||||
| 1B. | Election of Director: Lori G. Billingsley | Management | For | For | For | ||||||||
| 1C. | Election of Director: Edison C. Buchanan | Management | For | For | For | ||||||||
| 1D. | Election of Director: Maria S. Dreyfus | Management | For | For | For | ||||||||
| 1E. | Election of Director: Matthew M. Gallagher | Management | For | For | For | ||||||||
| 1F. | Election of Director: Phillip A. Gobe | Management | For | For | For | ||||||||
| 1G. | Election of Director: Stacy P. Methvin | Management | For | For | For | ||||||||
| 1H. | Election of Director: Royce W. Mitchell | Management | For | For | For | ||||||||
| 1I. | Election of Director: Frank A. Risch | Management | For | For | For | ||||||||
| 1J. | Election of Director: Scott D. Sheffield | Management | For | For | For | ||||||||
| 1K. | Election of Director: J. Kenneth Thompson | Management | For | For | For | ||||||||
| 1L. | Election of Director: Phoebe A. Wood | Management | For | For | For | ||||||||
| 2. | RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2022. | Management | For | For | For | ||||||||
| 3. | ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. | Management | For | For | For | ||||||||
| META PLATFORMS, INC. | |||||||||||||
| Security | 30303M102 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | FB | Meeting Date | 25-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | |||||||||||
| 1 | Peggy Alford | For | For | For | |||||||||
| 2 | Marc L. Andreessen | For | For | For | |||||||||
| 3 | Andrew W. Houston | For | For | For | |||||||||
| 4 | Nancy Killefer | For | For | For | |||||||||
| 5 | Robert M. Kimmitt | For | For | For | |||||||||
| 6 | Sheryl K. Sandberg | For | For | For | |||||||||
| 7 | Tracey T. Travis | For | For | For | |||||||||
| 8 | Tony Xu | For | For | For | |||||||||
| 9 | Mark Zuckerberg | For | For | For | |||||||||
| 2. | To ratify the appointment of Ernst & Young LLP as Meta Platforms, Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2022. | Management | For | For | For | ||||||||
| 3. | To approve, on a non-binding advisory basis, the compensation program for Meta Platforms, Inc.'s named executive officers as disclosed in Meta Platforms, Inc.'s proxy statement. | Management | For | For | For | ||||||||
| 4. | A shareholder proposal regarding dual class capital structure. | Shareholder | For | Against | Against | ||||||||
| 5. | A shareholder proposal regarding an independent chair. | Shareholder | Against | Against | For | ||||||||
| 6. | A shareholder proposal regarding concealment clauses. | Shareholder | For | Against | Against | ||||||||
| 7. | A shareholder proposal regarding report on external costs of misinformation. | Shareholder | Against | Against | For | ||||||||
| 8. | A shareholder proposal regarding report on community standards enforcement. | Shareholder | For | Against | Against | ||||||||
| 9. | A shareholder proposal regarding report and advisory vote on the metaverse. | Shareholder | Against | Against | For | ||||||||
| 10. | A shareholder proposal regarding human rights impact assessment. | Shareholder | For | Against | Against | ||||||||
| 11. | A shareholder proposal regarding child sexual exploitation online. | Shareholder | For | Against | Against | ||||||||
| 12. | A shareholder proposal regarding civil rights and non-discrimination audit. | Shareholder | Against | Against | For | ||||||||
| 13. | A shareholder proposal regarding report on lobbying. | Shareholder | Against | Against | For | ||||||||
| 14. | A shareholder proposal regarding assessment of audit & risk oversight committee. | Shareholder | For | Against | Against | ||||||||
| 15. | A shareholder proposal regarding report on charitable donations. | Shareholder | Against | Against | For | ||||||||
| AMAZON.COM, INC. | |||||||||||||
| Security | 023135106 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | AMZN | Meeting Date | 25-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Director: Jeffrey P. Bezos | Management | For | For | For | ||||||||
| 1b. | Election of Director: Andrew R. Jassy | Management | For | For | For | ||||||||
| 1c. | Election of Director: Keith B. Alexander | Management | For | For | For | ||||||||
| 1d. | Election of Director: Edith W. Cooper | Management | For | For | For | ||||||||
| 1e. | Election of Director: Jamie S. Gorelick | Management | For | For | For | ||||||||
| 1f. | Election of Director: Daniel P. Huttenlocher | Management | For | For | For | ||||||||
| 1g. | Election of Director: Judith A. McGrath | Management | For | For | For | ||||||||
| 1h. | Election of Director: Indra K. Nooyi | Management | For | For | For | ||||||||
| 1i. | Election of Director: Jonathan J. Rubinstein | Management | For | For | For | ||||||||
| 1j. | Election of Director: Patricia Q. Stonesifer | Management | For | For | For | ||||||||
| 1k. | Election of Director: Wendell P. Weeks | Management | For | For | For | ||||||||
| 2. | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS | Management | For | For | For | ||||||||
| 3. | ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | Management | Against | For | Against | ||||||||
| 4. | APPROVAL OF AN AMENDMENT TO THE COMPANY'S RESTATED CERTIFICATE OF INCORPORATION TO EFFECT A 20- FOR-1 SPLIT OF THE COMPANY'S COMMON STOCK AND A PROPORTIONATE INCREASE IN THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK | Management | For | For | For | ||||||||
| 5. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON RETIREMENT PLAN OPTIONS | Shareholder | Against | Against | For | ||||||||
| 6. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER DUE DILIGENCE | Shareholder | For | Against | Against | ||||||||
| 7. | SHAREHOLDER PROPOSAL REQUESTING AN ALTERNATIVE DIRECTOR CANDIDATE POLICY | Shareholder | Against | Against | For | ||||||||
| 8. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON PACKAGING MATERIALS | Shareholder | Against | Against | For | ||||||||
| 9. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON WORKER HEALTH AND SAFETY DIFFERENCES | Shareholder | Against | Against | For | ||||||||
| 10. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON RISKS ASSOCIATED WITH THE USE OF CERTAIN CONTRACT CLAUSES | Shareholder | For | Against | Against | ||||||||
| 11. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CHARITABLE CONTRIBUTIONS | Shareholder | Against | Against | For | ||||||||
| 12. | SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE TAX REPORTING | Shareholder | For | Against | Against | ||||||||
| 13. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON FREEDOM OF ASSOCIATION | Shareholder | For | Against | Against | ||||||||
| 14. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON LOBBYING | Shareholder | Against | Against | For | ||||||||
| 15. | SHAREHOLDER PROPOSAL REQUESTING A POLICY REQUIRING MORE DIRECTOR CANDIDATES THAN BOARD SEATS | Shareholder | Against | Against | For | ||||||||
| 16. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON WAREHOUSE WORKING CONDITIONS | Shareholder | For | Against | Against | ||||||||
| 17. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON GENDER/RACIAL PAY | Shareholder | Against | Against | For | ||||||||
| 18. | SHAREHOLDER PROPOSAL REQUESTING A DIVERSITY AND EQUITY AUDIT | Shareholder | Abstain | Against | Against | ||||||||
| 19. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER USE OF CERTAIN TECHNOLOGIES | Shareholder | For | Against | Against | ||||||||
| ILLUMINA, INC. | |||||||||||||
| Security | 452327109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | ILMN | Meeting Date | 26-May-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director: Frances Arnold, Ph.D. | Management | For | For | For | ||||||||
| 1B. | Election of Director: Francis A. deSouza | Management | For | For | For | ||||||||
| 1C. | Election of Director: Caroline D. Dorsa | Management | For | For | For | ||||||||
| 1D. | Election of Director: Robert S. Epstein, M.D. | Management | For | For | For | ||||||||
| 1E. | Election of Director: Scott Gottlieb, M.D. | Management | For | For | For | ||||||||
| 1F. | Election of Director: Gary S. Guthart, Ph.D. | Management | For | For | For | ||||||||
| 1G. | Election of Director: Philip W. Schiller | Management | For | For | For | ||||||||
| 1H. | Election of Director: Susan E. Siegel | Management | For | For | For | ||||||||
| 1I. | Election of Director: John W. Thompson | Management | For | For | For | ||||||||
| 2. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending January 1, 2023. | Management | For | For | For | ||||||||
| 3. | To approve, on an advisory basis, the compensation of the named executive officers as disclosed in the Proxy Statement. | Management | Against | For | Against | ||||||||
| 4. | To approve, on an advisory basis, a stockholder proposal regarding the right of stockholders to call special meetings. | Shareholder | For | Against | Against | ||||||||
| 5. | To approve an amendment to our Amended and Restated Certificate of Incorporation to permit stockholders to call special meetings. | Management | Abstain | For | Against | ||||||||
| AIRBNB INC | |||||||||||||
| Security | 009066101 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | ABNB | Meeting Date | 01-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1.1 | Election of Class II Director to serve until the 2025 Annual Meeting: Amrita Ahuja | Management | For | For | For | ||||||||
| 1.2 | Election of Class II Director to serve until the 2025 Annual Meeting: Joseph Gebbia | Management | Withheld | For | Against | ||||||||
| 1.3 | Election of Class II Director to serve until the 2025 Annual Meeting: Jeffrey Jordan | Management | Withheld | For | Against | ||||||||
| 2. | To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2022. | Management | For | For | For | ||||||||
| 3. | To approve, on an advisory (non-binding) basis, the compensation of our named executive officers. | Management | For | For | For | ||||||||
| DUTCH BROS | |||||||||||||
| Security | 26701L100 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | BROS | Meeting Date | 01-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Director: Travis Boersma | Management | For | For | For | ||||||||
| 1b. | Election of Director: Shelley Broader | Management | For | For | For | ||||||||
| 1c. | Election of Director: Thomas Davis | Management | For | For | For | ||||||||
| 1d. | Election of Director: Kathryn George | Management | For | For | For | ||||||||
| 1e. | Election of Director: Stephen Gillett | Management | For | For | For | ||||||||
| 1f. | Election of Director: Jonathan Ricci | Management | For | For | For | ||||||||
| 2. | Ratification of the Appointment of KPMG LLP as our Independent Registered Public Accounting Firm for 2022 | Management | For | For | For | ||||||||
| NXP SEMICONDUCTORS NV. | |||||||||||||
| Security | N6596X109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | NXPI | Meeting Date | 01-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | Adoption of the 2021 Statutory Annual Accounts | Management | For | For | For | ||||||||
| 2. | Discharge of the members of the Board for their responsibilities in the financial year ended December 31, 2021 | Management | For | For | For | ||||||||
| 3a. | Re-appoint Kurt Sievers as executive director | Management | For | For | For | ||||||||
| 3b. | Re-appoint Sir Peter Bonfield as non- executive director | Management | For | For | For | ||||||||
| 3c. | Re-appoint Annette Clayton as non- executive director | Management | For | For | For | ||||||||
| 3d. | Re-appoint Anthony Foxx as non-executive director | Management | For | For | For | ||||||||
| 3e. | Appoint Chunyuan Gu as non-executive director | Management | For | For | For | ||||||||
| 3f. | Re-appoint Lena Olving as non-executive director | Management | For | For | For | ||||||||
| 3g. | Re-appoint Julie Southern as non-executive director | Management | For | For | For | ||||||||
| 3h. | Re-appoint Jasmin Staiblin as non- executive director | Management | For | For | For | ||||||||
| 3i. | Re-appoint Gregory Summe as non- executive director | Management | For | For | For | ||||||||
| 3j. | Re-appoint Karl-Henrik Sundström as non- executive director | Management | For | For | For | ||||||||
| 4. | Authorization of the Board to issue ordinary shares of the Company and grant rights to acquire ordinary shares | Management | For | For | For | ||||||||
| 5. | Authorization of the Board to restrict or exclude pre-emption rights accruing in connection with an issue of shares or grant of rights | Management | For | For | For | ||||||||
| 6. | Authorization of the Board to repurchase ordinary shares | Management | For | For | For | ||||||||
| 7. | Authorization of the Board to cancel ordinary shares held or to be acquired by the Company | Management | For | For | For | ||||||||
| 8. | Non-binding, advisory approval of the Named Executive Officers' compensation | Management | For | For | For | ||||||||
| GARTNER, INC. | |||||||||||||
| Security | 366651107 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | IT | Meeting Date | 02-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1A. | Election of Director for term expiring in 2023: Peter E. Bisson | Management | For | For | For | ||||||||
| 1B. | Election of Director for term expiring in 2023: Richard J. Bressler | Management | For | For | For | ||||||||
| 1C. | Election of Director for term expiring in 2023: Raul E. Cesan | Management | For | For | For | ||||||||
| 1D. | Election of Director for term expiring in 2023: Karen E. Dykstra | Management | For | For | For | ||||||||
| 1E. | Election of Director for term expiring in 2023: Diana S. Ferguson | Management | For | For | For | ||||||||
| 1F. | Election of Director for term expiring in 2023: Anne Sutherland Fuchs | Management | For | For | For | ||||||||
| 1G. | Election of Director for term expiring in 2023: William O. Grabe | Management | For | For | For | ||||||||
| 1H. | Election of Director for term expiring in 2023: Eugene A. Hall | Management | For | For | For | ||||||||
| 1I. | Election of Director for term expiring in 2023: Stephen G. Pagliuca | Management | For | For | For | ||||||||
| 1J. | Election of Director for term expiring in 2023: Eileen M. Serra | Management | For | For | For | ||||||||
| 1K. | Election of Director for term expiring in 2023: James C. Smith | Management | For | For | For | ||||||||
| 2. | Approval, on an advisory basis, of the compensation of our named executive officers. | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2022 fiscal year. | Management | For | For | For | ||||||||
| THE TJX COMPANIES, INC. | |||||||||||||
| Security | 872540109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | TJX | Meeting Date | 07-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Director: José B. Alvarez | Management | For | For | For | ||||||||
| 1b. | Election of Director: Alan M. Bennett | Management | For | For | For | ||||||||
| 1c. | Election of Director: Rosemary T. Berkery | Management | For | For | For | ||||||||
| 1d. | Election of Director: David T. Ching | Management | For | For | For | ||||||||
| 1e. | Election of Director: C. Kim Goodwin | Management | For | For | For | ||||||||
| 1f. | Election of Director: Ernie Herrman | Management | For | For | For | ||||||||
| 1g. | Election of Director: Michael F. Hines | Management | For | For | For | ||||||||
| 1h. | Election of Director: Amy B. Lane | Management | For | For | For | ||||||||
| 1i. | Election of Director: Carol Meyrowitz | Management | For | For | For | ||||||||
| 1j. | Election of Director: Jackwyn L. Nemerov | Management | For | For | For | ||||||||
| 1k. | Election of Director: John F. O'Brien | Management | For | For | For | ||||||||
| 2. | Ratification of appointment of PricewaterhouseCoopers as TJX's independent registered public accounting firm for fiscal 2023 | Management | For | For | For | ||||||||
| 3. | Approval of Stock Incentive Plan (2022 Restatement) | Management | For | For | For | ||||||||
| 4. | Advisory approval of TJX's executive compensation (the say-on- pay vote) | Management | For | For | For | ||||||||
| 5. | Shareholder proposal for a report on effectiveness of social compliance efforts in TJX's supply chain | Shareholder | Against | Against | For | ||||||||
| 6. | Shareholder proposal for a report on risk to TJX from supplier misclassification of supplier's employees | Shareholder | Against | Against | For | ||||||||
| 7. | Shareholder proposal for a report on risk due to restrictions on reproductive rights | Shareholder | Against | Against | For | ||||||||
| 8. | Shareholder proposal to adopt a paid sick leave policy for all Associates | Shareholder | For | Against | Against | ||||||||
| LULULEMON ATHLETICA INC. | |||||||||||||
| Security | 550021109 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | LULU | Meeting Date | 08-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Class III Director: Kathryn Henry | Management | For | For | For | ||||||||
| 1b. | Election of Class III Director: Jon McNeill | Management | For | For | For | ||||||||
| 1c. | Election of Class III Director: Alison Loehnis | Management | For | For | For | ||||||||
| 2. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending January 29, 2023. | Management | For | For | For | ||||||||
| 3. | To approve, on an advisory basis, the compensation of the Company's named executive officers. | Management | For | For | For | ||||||||
| 4. | Shareholder proposal regarding a report on the slaughter methods used to procure down. | Shareholder | Against | Against | For | ||||||||
| SALESFORCE, INC. | |||||||||||||
| Security | 79466L302 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | CRM | Meeting Date | 09-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Director: Marc Benioff | Management | For | For | For | ||||||||
| 1b. | Election of Director: Bret Taylor | Management | For | For | For | ||||||||
| 1c. | Election of Director: Laura Alber | Management | For | For | For | ||||||||
| 1d. | Election of Director: Craig Conway | Management | For | For | For | ||||||||
| 1e. | Election of Director: Parker Harris | Management | For | For | For | ||||||||
| 1f. | Election of Director: Alan Hassenfeld | Management | For | For | For | ||||||||
| 1g. | Election of Director: Neelie Kroes | Management | For | For | For | ||||||||
| 1h. | Election of Director: Oscar Munoz | Management | For | For | For | ||||||||
| 1i. | Election of Director: Sanford Robertson | Management | For | For | For | ||||||||
| 1j. | Election of Director: John V. Roos | Management | For | For | For | ||||||||
| 1k. | Election of Director: Robin Washington | Management | For | For | For | ||||||||
| 1l. | Election of Director: Maynard Webb | Management | For | For | For | ||||||||
| 1m. | Election of Director: Susan Wojcicki | Management | For | For | For | ||||||||
| 2. | Amendment and restatement of our 2013 Equity Incentive Plan to increase the number of shares reserved for issuance. | Management | For | For | For | ||||||||
| 3. | Amendment and restatement of our 2004 Employee Stock Purchase Plan to increase the number of shares reserved for issuance. | Management | For | For | For | ||||||||
| 4. | Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2023. | Management | For | For | For | ||||||||
| 5. | An advisory vote to approve the fiscal 2022 compensation of our named executive officers. | Management | For | For | For | ||||||||
| 6. | A stockholder proposal requesting a policy to require the Chair of the Board of Directors be an independent member of the Board, if properly presented at the meeting. | Shareholder | Against | Against | For | ||||||||
| 7. | A stockholder proposal requesting a racial equity audit, if properly presented at the meeting. | Shareholder | For | Against | Against | ||||||||
| MASTERCARD INCORPORATED | |||||||||||||
| Security | 57636Q104 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | MA | Meeting Date | 21-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1a. | Election of Director: Merit E. Janow | Management | For | For | For | ||||||||
| 1b. | Election of Director: Candido Bracher | Management | For | For | For | ||||||||
| 1c. | Election of Director: Richard K. Davis | Management | For | For | For | ||||||||
| 1d. | Election of Director: Julius Genachowski | Management | For | For | For | ||||||||
| 1e. | Election of Director: Choon Phong Goh | Management | For | For | For | ||||||||
| 1f. | Election of Director: Oki Matsumoto | Management | For | For | For | ||||||||
| 1g. | Election of Director: Michael Miebach | Management | For | For | For | ||||||||
| 1h. | Election of Director: Youngme Moon | Management | For | For | For | ||||||||
| 1i. | Election of Director: Rima Qureshi | Management | For | For | For | ||||||||
| 1j. | Election of Director: Gabrielle Sulzberger | Management | For | For | For | ||||||||
| 1k. | Election of Director: Jackson Tai | Management | For | For | For | ||||||||
| 1l. | Election of Director: Harit Talwar | Management | For | For | For | ||||||||
| 1m. | Election of Director: Lance Uggla | Management | For | For | For | ||||||||
| 2. | Advisory approval of Mastercard's executive compensation. | Management | For | For | For | ||||||||
| 3. | Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2022. | Management | For | For | For | ||||||||
| 4. | Approval of an amendment to Mastercard's Certificate of Incorporation to enable adoption of a stockholders' right to call special meetings of stockholders. | Management | For | For | For | ||||||||
| 5. | Consideration of a stockholder proposal on the right to call special meetings of stockholders. | Shareholder | Against | Against | For | ||||||||
| 6. | Consideration of a stockholder proposal requesting Board approval of certain political contributions. | Shareholder | Against | Against | For | ||||||||
| 7. | Consideration of a stockholder proposal requesting charitable donation disclosure. | Shareholder | Against | Against | For | ||||||||
| 8. | Consideration of a stockholder proposal requesting a report on "ghost guns". | Shareholder | Against | Against | For | ||||||||
| MONGODB, INC. | |||||||||||||
| Security | 60937P106 | Meeting Type | Annual | ||||||||||
| Ticker Symbol | MDB | Meeting Date | 28-Jun-2022 | ||||||||||
| Item | Proposal | Proposed by | Vote | Management Recommendation | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | |||||||||||
| 1 | Francisco D'Souza | For | For | For | |||||||||
| 2 | Charles M. Hazard, Jr. | For | For | For | |||||||||
| 3 | Tom Killalea | For | For | For | |||||||||
| 2. | Approval, on a non-binding advisory basis, of the compensation of our named executive officers. | Management | For | For | For | ||||||||
| 3. | Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2023. | Management | For | For | For | ||||||||
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Chesapeake Investment Trust
By (Signature and Title)* |
/s/ W. Whitfield Gardner | ||
W. Whitfield Gardner, Trustee, Chairman and Principal Executive Officer | |||
Date |
August 22, 2022 | ||
* Print the name and title of each signing officer under his or her signature.
