|
| 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: 811-08062 |
| |
| Nicholas Equity Income Fund, Inc. |
| ------------------------------------------------------------------------- |
| (Exact name of registrant as specified in charter) |
| |
| 411 East Wisconsin Avenue |
| Milwaukee, Wisconsin 53202 |
| ------------------------------------------------------------------------- |
| (Address of principle executive offices) |
| |
| Jennifer R. Kloehn, Senior Vice President & Treasurer |
| 411 East Wisconsin Avenue |
| Milwaukee, Wisconsin 53202 |
| ------------------------------------------------------------------------- |
| (Name and address of agent for service) |
Registrant's telephone number, including area code: 414-272-4650
Date of Fiscal year-end: 03/31/2018
Date of reporting period: 07/01/2016 - 06/30/2017
| | | | | | |
| Item 1. Proxy Voting Record | | | | |
| |
| Account Name: Nicholas Equity Income Fund, Inc. | | | |
| |
| ABBOTT LABORATORIES | | | | |
| |
| Ticker: | ABT | Security ID: | 002824100 | | |
| Meeting Date: APR 28, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 01, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Robert J. Alpern | For | For | Management |
| 1.2 | Elect Director Roxanne S. Austin | For | For | Management |
| 1.3 | Elect Director Sally E. Blount | For | For | Management |
| 1.4 | Elect Director Edward M. Liddy | For | For | Management |
| 1.5 | Elect Director Nancy McKinstry | For | For | Management |
| 1.6 | Elect Director Phebe N. Novakovic | For | For | Management |
| 1.7 | Elect Director William A. Osborn | For | For | Management |
| 1.8 | Elect Director Samuel C. Scott, III | For | For | Management |
| 1.9 | Elect Director Daniel J. Starks | For | For | Management |
| 1.10 | Elect Director Glenn F. Tilton | For | For | Management |
| 1.11 | Elect Director Miles D. White | For | For | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Approve Omnibus Stock Plan | For | For | Management |
| 6 | Amend Nonqualified Employee Stock | For | For | Management |
| | Purchase Plan | | | | |
| 7 | Require Independent Board Chairman | Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | | | | |
| ABBVIE INC. | | | | |
| |
| Ticker: | ABBV | Security ID: 00287Y109 | | |
| Meeting Date: MAY 05, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 08, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Robert J. Alpern | For | For | Management |
| 1.2 | Elect Director Edward M. Liddy | For | For | Management |
| 1.3 | Elect Director Melody B. Meyer | For | For | Management |
| 1.4 | Elect Director Frederick H. Waddell | For | For | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Declassify the Board of Directors | For | For | Management |
| 5 | Report on Lobbying Payments and Policy | Against | For | Shareholder |
| 6 | Require Independent Board Chairman | Against | Against | Shareholder |
--------------------------------------------------------------------------------
| | | | | | |
| APPLE INC. | | | | | |
| |
| Ticker: | AAPL | | Security ID: 037833100 | | |
| Meeting Date: FEB | 28, 2017 | Meeting Type: Annual | | |
| Record Date: | DEC | 30, 2016 | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| | | | |
| 1.1 | Elect Director James Bell | For | For | Management |
| 1.2 | Elect Director Tim Cook | For | For | Management |
| 1.3 | Elect Director Al Gore | For | For | Management |
| 1.4 | Elect Director Bob Iger | For | For | Management |
| 1.5 | Elect Director Andrea Jung | For | For | Management |
| 1.6 | Elect Director Art Levinson | For | For | Management |
| 1.7 | Elect Director Ron Sugar | For | For | Management |
| 1.8 | Elect Director Sue Wagner | For | For | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Disclose Charitable Contributions | Against | Against | Shareholder |
| 6 | Adopt Policy to Increase Diversity of | Against | Against | Shareholder |
| | Senior Management and Board of | | | |
| | Directors | | | |
| 7 | Proxy Access Amendments | Against | For | Shareholder |
| 8 | Engage Outside Independent Experts for | Against | Against | Shareholder |
| | Compensation Reforms | | | |
| 9 | Adopt Share Retention Policy For | Against | For | Shareholder |
| | Senior Executives | | | |
--------------------------------------------------------------------------------
| | | | | | |
| AT&T INC. | | | | | |
| |
| Ticker: | T | Security ID: 00206R102 | | |
| Meeting Date: APR 28, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 28, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Randall L. Stephenson | For | For | Management |
| 1.2 | Elect Director Samuel A. Di Piazza, Jr. For | For | Management |
| 1.3 | Elect Director Richard W. Fisher | For | For | Management |
| 1.4 | Elect Director Scott T. Ford | For | For | Management |
| 1.5 | Elect Director Glenn H. Hutchins | For | For | Management |
| 1.6 | Elect Director William E. Kennard | For | For | Management |
| 1.7 | Elect Director Michael B. McCallister | For | For | Management |
| 1.8 | Elect Director Beth E. Mooney | For | For | Management |
| 1.9 | Elect Director Joyce M. Roche | For | For | Management |
| 1.10 | Elect Director Matthew K. Rose | For | For | Management |
| 1.11 | Elect Director Cynthia B. Taylor | For | For | Management |
| 1.12 | Elect Director Laura D'Andrea Tyson | For | For | Management |
| 1.13 | Elect Director Geoffrey Y. Yang | For | For | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Report on Indirect Political | Against | For | Shareholder |
| | Contributions | | | | |
| 6 | Report on Lobbying Payments and Policy | Against | For | Shareholder |
| 7 | Amend Proxy Access Right | Against | For | Shareholder |
| 8 | Provide Right to Act by Written Consent Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | |
| B&G FOODS, INC. | | |
| |
| Ticker: | BGS | | Security ID: 05508R106 |
| Meeting Date: MAY | 23, 2017 | Meeting Type: Annual |
| Record Date: MAR | 27, 2017 | |
| | | | |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director DeAnn L. Brunts | For | For | Management |
| 1.2 | Elect Director Robert C. Cantwell | For | For | Management |
| 1.3 | Elect Director Charles F. Marcy | For | For | Management |
| 1.4 | Elect Director Dennis M. Mullen | For | For | Management |
| 1.5 | Elect Director Cheryl M. Palmer | For | For | Management |
| 1.6 | Elect Director Alfred Poe | For | For | Management |
| 1.7 | Elect Director Stephen C. Sherrill | For | For | Management |
| 1.8 | Elect Director David L. Wenner | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Ratify KPMG LLP as Auditors | For | For | Management |
| 5 | Amend Omnibus Stock Plan | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | |
| CARDINAL HEALTH, INC. | | | | |
| |
| Ticker: | CAH | Security ID: 14149Y108 | | |
| Meeting Date: NOV 03, 2016 | Meeting Type: Annual | | |
| Record Date: SEP 06, 2016 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director David J. Anderson | For | For | Management |
| 1.2 | Elect Director Colleen F. Arnold | For | For | Management |
| 1.3 | Elect Director George S. Barrett | For | For | Management |
| 1.4 | Elect Director Carrie S. Cox | For | For | Management |
| 1.5 | Elect Director Calvin Darden | For | For | Management |
| 1.6 | Elect Director Bruce L. Downey | For | For | Management |
| 1.7 | Elect Director Patricia A. Hemingway | For | For | Management |
| | Hall | | | | | |
| 1.8 | Elect Director Clayton M. Jones | For | For | Management |
| 1.9 | Elect Director Gregory B. Kenny | For | For | Management |
| 1.10 | Elect Director Nancy Killefer | For | For | Management |
| 1.11 | Elect Director David P. King | For | For | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Amend Omnibus Stock Plan | For | For | Management |
| 4 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | |
| CEDAR FAIR, L.P. | | | | |
| |
| Ticker: | FUN | Security ID: | 150185106 | | |
| Meeting Date: JUN 07, 2017 | Meeting Type: Annual | | |
| Record Date: APR 10, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Gina D. France | For | For | Management |
| 1.2 | Elect Director Matt Ouimet | For | For | Management |
| 1.3 | Elect Director Tom Klein | For | For | Management |
| 2 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
| | | | | | |
| CHUBB LIMITED | | | | |
| |
| Ticker: | CB | Security ID: H1467J104 | | |
| Meeting Date: MAY 18, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 27, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | Accept Financial Statements and | For | For | Management |
| | Statutory Reports | | | | |
| 2.1 | Allocate Disposable Profit | For | For | Management |
| 2.2 | Approve Dividend Distribution From | For | For | Management |
| | Legal Reserves Through Capital | | | |
| | Contributions Reserve Subaccount | | | |
| 3 | Approve Discharge of Board and Senior | For | For | Management |
| | Management | | | | |
| 4.1 | Ratify PricewaterhouseCoopers AG | For | For | Management |
| | (Zurich) as Auditors | | | | |
| 4.2 | Ratify PricewaterhouseCoopers LLP | For | For | Management |
| | (United States) as Independent | | | |
| | Registered Accounting Firm as Auditors | | | |
| 4.3 | Ratify BDO AG (Zurich) as Special | For | For | Management |
| | Auditors | | | | |
| 5.1 | Elect Director Evan G. Greenberg | For | For | Management |
| 5.2 | Elect Director Robert M. Hernandez | For | For | Management |
| 5.3 | Elect Director Michael G. Atieh | For | For | Management |
| 5.4 | Elect Director Sheila P. Burke | For | For | Management |
| 5.5 | Elect Director James I. Cash | For | For | Management |
| 5.6 | Elect Director Mary Cirillo | For | For | Management |
| 5.7 | Elect Director Michael P. Connors | For | For | Management |
| 5.8 | Elect Director John A. Edwardson | For | For | Management |
| 5.9 | Elect Director Leo F. Mullin | For | For | Management |
| 5.10 | Elect Director Kimberly A. Ross | For | For | Management |
| 5.11 | Elect Director Robert W. Scully | For | For | Management |
| 5.12 | Elect Director Eugene B. Shanks, Jr. | For | For | Management |
| 5.13 | Elect Director Theodore E. Shasta | For | For | Management |
| 5.14 | Elect Director David H. Sidwell | For | For | Management |
| 5.15 | Elect Director Olivier Steimer | For | For | Management |
| 5.16 | Elect Director James M. Zimmerman | For | For | Management |
| 6 | Elect Evan G. Greenberg as Board | For | Against | Management |
| | Chairman | | | | |
| 7.1 | Appoint Michael P. Connors as Member | For | For | Management |
| | of the Compensation Committee | | | |
| 7.2 | Appoint Mary Cirillo as Member of the | For | For | Management |
| | Compensation Committee | | | | |
| 7.3 | Appoint Robert M. Hernandez as Member | For | For | Management |
| | of the Compensation Committee | | | |
| 7.4 | Appoint Robert W. Scully as Member of | For | For | Management |
| | the Compensation Committee | | | |
| 7.5 | Appoint James M. Zimmerman as Member | For | For | Management |
| | of the Compensation Committee | | | |
| 8 | Designate Homburger AG as Independent | For | For | Management |
| | Proxy | | | | |
| 9 | Approve Qualified Employee Stock | For | For | Management |
| | Purchase Plan | | | | |
| 10.1 | Approve the Increase in Maximum | For | For | Management |
| | Aggregate Remuneration of Directors | | | |
| 10.2 | Approve Remuneration of Executive | For | For | Management |
| | Management in the Amount of USD 41 | | | |
| | Million for Fiscal 2018 | | | | |
| 11 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| | | | |
| 12 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 13 | Transact Other Business (Voting) | For | Against | Management |
--------------------------------------------------------------------------------
| | | | | | |
| CINEMARK HOLDINGS, INC. | | | | |
| |
| Ticker: | CNK | Security ID: 17243V102 | | |
| Meeting Date: MAY 25, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 30, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Steven Rosenberg | For | For | Management |
| 1.2 | Elect Director Enrique Senior | For | For | Management |
| 1.3 | Elect Director Nina Vaca | For | For | Management |
| 2 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Approve Omnibus Stock Plan | For | For | Management |
| 4 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 5 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| COHEN & STEERS, INC. | | | | |
| |
| Ticker: | CNS | Security ID: 19247A100 | | |
| Meeting Date: MAY 04, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 09, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Martin Cohen | For | For | Management |
| 1 | b | Elect Director Robert H. Steers | For | For | Management |
| 1 | c | Elect Director Peter L. Rhein | For | For | Management |
| 1 | d | Elect Director Richard P. Simon | For | For | Management |
| 1 | e | Elect Director Edmond D. Villani | For | For | Management |
| 1 | f | Elect Director Frank T. Connor | For | For | Management |
| 1 | g | Elect Director Reena Aggarwal | For | For | Management |
| 2 | | Amend Omnibus Stock Plan | For | Against | Management |
| 3 | | Amend Executive Incentive Bonus Plan | For | For | Management |
| 4 | | Ratify Deloitte & Touche LLP as | For | For | Management |
| | | Auditors | | | | |
| 5 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 6 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
| | | | | | |
| DELUXE CORPORATION | | | | |
| |
| Ticker: | DLX | Security ID: | 248019101 | | |
| Meeting Date: MAY 02, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 06, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Ronald C. Baldwin | For | For | Management |
| 1.2 | Elect Director Cheryl E. Mayberry | For | For | Management |
| | McKissack | | | | |
| 1.3 | Elect Director Don J. McGrath | For | For | Management |
| 1.4 | Elect Director Neil J. Metviner | For | For | Management |
| | | | |
| 1.5 | Elect Director Stephen P. Nachtsheim | For | For | Management |
| 1.6 | Elect Director Thomas J. Reddin | For | For | Management |
| 1.7 | Elect Director Martyn R. Redgrave | For | For | Management |
| 1.8 | Elect Director Lee J. Schram | For | For | Management |
| 1.9 | Elect Director John L. Stauch | For | For | Management |
| 1.10 | Elect Director Victoria A. Treyger | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Approve Executive Incentive Bonus Plan | For | For | Management |
| 5 | Approve Omnibus Stock Plan | For | For | Management |
| 6 | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| | Auditors | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| DORCHESTER MINERALS, L.P. | | | | | |
| |
| Ticker: | DMLP | Security ID: | 25820 | R105 | | |
| Meeting Date: MAY 16, 2017 | Meeting Type: Annual | | | |
| Record Date: MAR 23, 2017 | | | | | |
| |
| # | Proposal | | Mgt Rec | | Vote Cast | Sponsor |
| 1.1 | Elect Director Buford P. Berry | For | | Withhold | Management |
| 1.2 | Elect Director C. W. 'Bill' Russell | For | | Withhold | Management |
| 1.3 | Elect Director Ronald P. Trout | For | | Withhold | Management |
| 2 | Ratify Grant Thornton LLP as Auditors | For | | For | Management |
| 3 | Advisory Vote to Ratify Named | For | | For | Management |
| | Executive Officers' Compensation | | | | |
| 4 | Advisory Vote on Say on Pay Frequency | Three | | One Year | Management |
| | | | | Years | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| FASTENAL COMPANY | | | | |
| |
| Ticker: | FAST | Security ID: | 311900104 | | |
| Meeting Date: APR 25, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 24, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Willard D. Oberton | For | For | Management |
| 1 | b | Elect Director Michael J. Ancius | For | For | Management |
| 1 | c | Elect Director Michael J. Dolan | For | For | Management |
| 1 | d | Elect Director Stephen L. Eastman | For | For | Management |
| 1 | e | Elect Director Daniel L. Florness | For | For | Management |
| 1 | f | Elect Director Rita J. Heise | For | For | Management |
| 1 | g | Elect Director Darren R. Jackson | For | For | Management |
| 1 | h | Elect Director Daniel L. Johnson | For | For | Management |
| 1 | i | Elect Director Scott A. Satterlee | For | For | Management |
| 1 | j | Elect Director Reyne K. Wisecup | For | For | Management |
| 2 | | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | | Amend Executive Incentive Bonus Plan | For | For | Management |
| 4 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 5 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
FOOT LOCKER, INC.
| | | | | | | |
| Ticker: | FL | Security ID: | 344849104 | | |
| Meeting Date: MAY 17, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 20, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Maxine Clark | For | For | Management |
| 1 | b | Elect Director Alan D. Feldman | For | For | Management |
| 1 | c | Elect Director Jarobin Gilbert, Jr. | For | For | Management |
| 1 | d | Elect Director Richard A. Johnson | For | For | Management |
| 1 | e | Elect Director Guillermo G. Marmol | For | For | Management |
| 1 | f | Elect Director Matthew M. McKenna | For | For | Management |
| 1 | g | Elect Director Steven Oakland | For | For | Management |
| 1 | h | Elect Director Ulice Payne, Jr. | For | For | Management |
| 1 | i | Elect Director Cheryl Nido Turpin | For | For | Management |
| 1 | j | Elect Director Kimberly Underhill | For | For | Management |
| 1 | k | Elect Director Dona D. Young | For | For | Management |
| 2 | | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | | Adopt Majority Voting for Uncontested | For | For | Management |
| | | Election of Directors | | | | |
| 4 | | Amend Executive Incentive Bonus Plan | For | For | Management |
| 5 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| GANNETT CO., INC. | | | | |
| |
| Ticker: | GCI | Security ID: 36473H104 | | |
| Meeting Date: MAY 10, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 13, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director John E. Cody | For | For | Management |
| 1 | b | Elect Director Stephen W. Coll | For | For | Management |
| 1 | c | Elect Director Robert J. Dickey | For | For | Management |
| 1 | d | Elect Director Donald E. Felsinger | For | For | Management |
| 1 | e | Elect Director Lila Ibrahim | For | For | Management |
| 1 | f | Elect Director Lawrence S. Kramer | For | For | Management |
| 1 | g | Elect Director John Jeffry Louis | For | For | Management |
| 1 | h | Elect Director Tony A. Prophet | For | For | Management |
| 1 | i | Elect Director Debra A. Sandler | For | For | Management |
| 1 | j | Elect Director Chloe R. Sladden | For | For | Management |
| 2 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | | Amend Omnibus Stock Plan | For | For | Management |
| 4 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| GILEAD SCIENCES, INC. | | | | |
| |
| Ticker: | GILD | Security ID: | 375558103 | | |
| Meeting Date: MAY 10, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 16, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director John F. Cogan | For | For | Management |
| 1 | b | Elect Director Kelly A. Kramer | For | For | Management |
| 1 | c | Elect Director Kevin E. Lofton | For | For | Management |
| 1 | d | Elect Director John C. Martin | For | For | Management |
| | | | | |
| 1 | e | Elect Director John F. Milligan | For | For | Management |
| 1 | f | Elect Director Nicholas G. Moore | For | For | Management |
| 1 | g | Elect Director Richard J. Whitley | For | For | Management |
| 1 | h | Elect Director Gayle E. Wilson | For | For | Management |
| 1 | i | Elect Director Per Wold-Olsen | For | For | Management |
| 2 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | | Amend Omnibus Stock Plan | For | For | Management |
| 4 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 5 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 6 | | Provide Right to Act by Written Consent Against | For | Shareholder |
| 7 | | Require Independent Board Chairman | Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | | | | | |
| HARRIS CORPORATION | | | | |
| |
| Ticker: | HRS | Security ID: | 413875105 | | |
| Meeting Date: OCT 28, 2016 | Meeting Type: Annual | | |
| Record Date: SEP 02, 2016 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director James F. Albaugh | For | For | Management |
| 1 | b | Elect Director William M. Brown | For | For | Management |
| 1 | c | Elect Director Peter W. Chiarelli | For | For | Management |
| 1 | d | Elect Director Thomas A. Dattilo | For | For | Management |
| 1 | e | Elect Director Roger B. Fradin | For | For | Management |
| 1 | f | Elect Director Terry D. Growcock | For | For | Management |
| 1 | g | Elect Director Lewis Hay, III | For | For | Management |
| 1 | h | Elect Director Vyomesh I. Joshi | For | For | Management |
| 1 | i | Elect Director Leslie F. Kenne | For | For | Management |
| 1 | j | Elect Director James C. Stoffel | For | For | Management |
| 1 | k | Elect Director Gregory T. Swienton | For | For | Management |
| 1 | l | Elect Director Hansel E. Tookes, II | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 3 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| INTEL CORPORATION | | | | |
| |
| Ticker: | INTC | Security ID: | 458140100 | | |
| Meeting Date: MAY 18, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 20, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Charlene Barshefsky | For | For | Management |
| 1 | b | Elect Director Aneel Bhusri | For | For | Management |
| 1 | c | Elect Director Andy D. Bryant | For | For | Management |
| 1 | d | Elect Director Reed E. Hundt | For | For | Management |
| 1 | e | Elect Director Omar Ishrak | For | For | Management |
| 1 | f | Elect Director Brian M. Krzanich | For | For | Management |
| 1 | g | Elect Director Tsu-Jae King Liu | For | For | Management |
| 1 | h | Elect Director David S. Pottruck | For | For | Management |
| 1 | i | Elect Director Gregory D. Smith | For | For | Management |
| 1 | j | Elect Director Frank D. Yeary | For | For | Management |
| 1 | k | Elect Director David B. Yoffie | For | For | Management |
| 2 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| | | | |
| 4 | Amend Omnibus Stock Plan | For | For | Management |
| 5 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 6 | Political Contributions Disclosure | Against | Against | Shareholder |
| 7 | Provide Vote Counting to Exclude | Against | Against | Shareholder |
| | Abstentions | | | |
--------------------------------------------------------------------------------
| | | | | | |
| INTERNATIONAL BUSINESS MACHINES CORPORATION | | | |
| |
| Ticker: | IBM | Security ID: 459200101 | | |
| Meeting Date: APR 25, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 24, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Kenneth I. Chenault | For | For | Management |
| 1.2 | Elect Director Michael L. Eskew | For | For | Management |
| 1.3 | Elect Director David N. Farr | For | For | Management |
| 1.4 | Elect Director Mark Fields | For | For | Management |
| 1.5 | Elect Director Alex Gorsky | For | For | Management |
| 1.6 | Elect Director Shirley Ann Jackson | For | For | Management |
| 1.7 | Elect Director Andrew N. Liveris | For | For | Management |
| 1.8 | Elect Director W. James McNerney, Jr. | For | For | Management |
| 1.9 | Elect Director Hutham S. Olayan | For | For | Management |
| 1.10 | Elect Director James W. Owens | For | For | Management |
| 1.11 | Elect Director Virginia M. Rometty | For | For | Management |
| 1.12 | Elect Director Sidney Taurel | For | For | Management |
| 1.13 | Elect Director Peter R. Voser | For | For | Management |
| 2 | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Advisory Vote to Ratify Named | For | Against | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Report on Lobbying Payments and Policy | Against | For | Shareholder |
| 6 | Reduce Ownership Threshold for | Against | For | Shareholder |
| | Shareholders to Call Special Meeting | | | |
| 7 | Adopt Proxy Access Right | Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | | | | | |
| KAR AUCTION SERVICES, INC. | | | | |
| |
| Ticker: | KAR | Security ID: 48238T109 | | |
| Meeting Date: JUN 05, 2017 | Meeting Type: Annual | | |
| Record Date: APR 13, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Todd F. Bourell | For | For | Management |
| 1 | b | Elect Director Donna R. Ecton | For | For | Management |
| 1 | c | Elect Director James P. Hallett | For | For | Management |
| 1 | d | Elect Director Mark E. Hill | For | For | Management |
| 1 | e | Elect Director J. Mark Howell | For | For | Management |
| 1 | f | Elect Director Lynn Jolliffe | For | For | Management |
| 1 | g | Elect Director Michael T. Kestner | For | For | Management |
| 1 | h | Elect Director John P. Larson | For | For | Management |
| 1 | i | Elect Director Stephen E. Smith | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 3 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | | Ratify KPMG LLP as Auditors | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | |
| LOWE'S COMPANIES, INC. | | | | |
| |
| Ticker: | LOW | Security ID: | 548661107 | | |
| Meeting Date: JUN 02, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 24, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Raul Alvarez | For | For | Management |
| 1.2 | Elect Director Angela F. Braly | For | For | Management |
| 1.3 | Elect Director Sandra B. Cochran | For | For | Management |
| 1.4 | Elect Director Laurie Z. Douglas | For | For | Management |
| 1.5 | Elect Director Richard W. Dreiling | For | For | Management |
| 1.6 | Elect Director Robert L. Johnson | For | For | Management |
| 1.7 | Elect Director Marshall O. Larsen | For | For | Management |
| 1.8 | Elect Director James H. Morgan | For | For | Management |
| 1.9 | Elect Director Robert A. Niblock | For | For | Management |
| 1.10 | Elect Director Bertram L. Scott | For | For | Management |
| 1.11 | Elect Director Eric C. Wiseman | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | | |
| 5 | Assess Climate Benefits and | Against | Against | Shareholder |
| | Feasibility of Adopting Quantitative | | | |
| | Renewable Production Goals | | | |
--------------------------------------------------------------------------------
MICROCHIP TECHNOLOGY INCORPORATED
| | | | | | |
| Ticker: | MCHP | Security ID: | 595017104 | | |
| Meeting Date: AUG 15, 2016 | Meeting Type: Annual | | |
| Record Date: JUN 21, 2016 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Steve Sanghi | For | For | Management |
| 1.2 | Elect Director Matthew W. Chapman | For | For | Management |
| 1.3 | Elect Director L.B. Day | | For | For | Management |
| 1.4 | Elect Director Esther L. Johnson | For | For | Management |
| 1.5 | Elect Director Wade F. Meyercord | For | For | Management |
| 2 | Amend Executive Incentive Bonus Plan | For | For | Management |
| 3 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 4 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | |
| MICROSOFT CORPORATION | | | | |
| |
| Ticker: | MSFT | Security ID: | 594918104 | | |
| Meeting Date: NOV 30, 2016 | Meeting Type: Annual | | |
| Record Date: | SEP 30, 2016 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director William H. Gates, lll | For | For | Management |
| 1.2 | Elect Director Teri L. List-Stoll | For | For | Management |
| 1.3 | Elect Director G. Mason Morfit | For | For | Management |
| | | | |
| 1.4 | Elect Director Satya Nadella | For | For | Management |
| 1.5 | Elect Director Charles H. Noski | For | For | Management |
| 1.6 | Elect Director Helmut Panke | For | For | Management |
| 1.7 | Elect Director Sandra E. Peterson | For | For | Management |
| 1.8 | Elect Director Charles W. Scharf | For | For | Management |
| 1.9 | Elect Director John W. Stanton | For | For | Management |
| 1.10 | Elect Director John W. Thompson | For | For | Management |
| 1.11 | Elect Director Padmasree Warrior | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | |
| 4 | Amend Right to Call Special Meeting | For | For | Management |
| 5 | Amend Omnibus Stock Plan | For | For | Management |
| 6 | Proxy Access | Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | | | | | |
| NIELSEN HOLDINGS PLC | | | | |
| |
| Ticker: | NLSN | Security ID: G6518L108 | | |
| Meeting Date: MAY 23, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 24, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director James A. Attwood, Jr. | For | For | Management |
| 1 | b | Elect Director Mitch Barns | For | For | Management |
| 1 | c | Elect Director Karen M. Hoguet | For | For | Management |
| 1 | d | Elect Director James M. Kilts | For | For | Management |
| 1 | e | Elect Director Harish Manwani | For | For | Management |
| 1 | f | Elect Director Robert Pozen | For | For | Management |
| 1 | g | Elect Director David Rawlinson | For | For | Management |
| 1 | h | Elect Director Javier G. Teruel | For | For | Management |
| 1 | i | Elect Director Lauren Zalaznick | For | For | Management |
| 2 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | | Reappoint Ernst & Young LLP as UK | For | For | Management |
| | | Statutory Auditors | | | | |
| 4 | | Authorise the Audit Committee to Fix | For | For | Management |
| | | Remuneration of UK Statutory Auditors | | | |
| 5 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 6 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 7 | | Approve Director's Remuneration Report | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| NORTHERN TRUST CORPORATION | | | | |
| |
| Ticker: | NTRS | Security ID: | 665859104 | | |
| Meeting Date: APR 25, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 27, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Linda Walker Bynoe | For | For | Management |
| 1 | b | Elect Director Susan Crown | For | For | Management |
| 1 | c | Elect Director Dean M. Harrison | For | For | Management |
| 1 | d | Elect Director Jay L. Henderson | For | For | Management |
| 1 | e | Elect Director Michael G. O'Grady | For | For | Management |
| 1 | f | Elect Director Jose Luis Prado | For | For | Management |
| 1 | g | Elect Director Thomas E. Richards | For | For | Management |
| 1 | h | Elect Director John W. Rowe | For | For | Management |
| | | | | |
| 1 | i | Elect Director Martin P. Slark | For | For | Management |
| 1 | j | Elect Director David H. B. Smith, Jr. | For | For | Management |
| 1 | k | Elect Director Donald Thompson | For | For | Management |
| 1 | l | Elect Director Charles A. Tribbett, III For | For | Management |
| 1 | m | Elect Director Frederick H. Waddell | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 3 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | | Approve Omnibus Stock Plan | For | For | Management |
| 5 | | Ratify KPMG LLP as Auditors | For | For | Management |
--------------------------------------------------------------------------------
OLD REPUBLIC INTERNATIONAL CORPORATION
| | | | | | |
| Ticker: | ORI | Security ID: | 680223104 | | |
| Meeting Date: MAY 26, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 31, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director James C. Hellauer | For | Withhold | Management |
| 1.2 | Elect Director Arnold L. Steiner | For | Withhold | Management |
| 1.3 | Elect Director Fredricka Taubitz | For | Withhold | Management |
| 1.4 | Elect Director Aldo C. Zucaro | For | Withhold | Management |
| 2 | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Adopt Proxy Access Right | Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | | | | |
| PFIZER INC. | | | | |
| |
| Ticker: | PFE | Security ID: | 717081103 | | |
| Meeting Date: APR 27, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 28, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Dennis A. Ausiello | For | For | Management |
| 1.2 | Elect Director Ronald E. Blaylock | For | For | Management |
| 1.3 | Elect Director W. Don Cornwell | For | For | Management |
| 1.4 | Elect Director Joseph J. Echevarria | For | For | Management |
| 1.5 | Elect Director Frances D. Fergusson | For | For | Management |
| 1.6 | Elect Director Helen H. Hobbs | For | For | Management |
| 1.7 | Elect Director James M. Kilts | For | For | Management |
| 1.8 | Elect Director Shantanu Narayen | For | For | Management |
| 1.9 | Elect Director Suzanne Nora Johnson | For | For | Management |
| 1.10 | Elect Director Ian C. Read | For | For | Management |
| 1.11 | Elect Director Stephen W. Sanger | For | For | Management |
| 1.12 | Elect Director James C. Smith | For | For | Management |
| 2 | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Adopt Holy Land Principles | Against | Against | Shareholder |
| 6 | Amend Bylaws - Call Special Meetings | Against | For | Shareholder |
| 7 | Require Independent Board Chairman | Against | Against | Shareholder |
--------------------------------------------------------------------------------
| | | | | | |
| PHILIP MORRIS INTERNATIONAL INC. | | | |
| |
| Ticker: | PM | Security ID: | 718172109 | | |
| Meeting Date: MAY 03, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 10, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Harold Brown | For | For | Management |
| 1.2 | Elect Director Andre Calantzopoulos | For | For | Management |
| 1.3 | Elect Director Louis C. Camilleri | For | For | Management |
| 1.4 | Elect Director Massimo Ferragamo | For | For | Management |
| 1.5 | Elect Director Werner Geissler | For | For | Management |
| 1.6 | Elect Director Jennifer Li | For | For | Management |
| 1.7 | Elect Director Jun Makihara | For | For | Management |
| 1.8 | Elect Director Sergio Marchionne | For | Against | Management |
| 1.9 | Elect Director Kalpana Morparia | For | For | Management |
| 1.10 | Elect Director Lucio A. Noto | For | For | Management |
| 1.11 | Elect Director Frederik Paulsen | For | For | Management |
| 1.12 | Elect Director Robert B. Polet | For | For | Management |
| 1.13 | Elect Director Stephen M. Wolf | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Approve Restricted Stock Plan | For | For | Management |
| 5 | Approve Non-Employee Director | For | For | Management |
| | Restricted Stock Plan | | | | |
| 6 | Ratify PricewaterhouseCoopers SA as | For | For | Management |
| | Auditors | | | | |
| 7 | Establish a Board Committee on Human | Against | Against | Shareholder |
| | Rights | | | | |
| 8 | Participate in OECD Mediation for | Against | Against | Shareholder |
| | Human Rights Violations | | | | |
--------------------------------------------------------------------------------
| | | | | | |
| PINNACLE FOODS INC. | | | | |
| |
| Ticker: | PF | Security ID: 72348P104 | | |
| Meeting Date: MAY 23, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 27, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Jane Nielsen | For | For | Management |
| 1.2 | Elect Director Muktesh Pant | For | For | Management |
| 1.3 | Elect Director Raymond Silcock | For | For | Management |
| 2 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | | | |
| POLYONE CORPORATION | | | | | |
| |
| Ticker: | POL | | Security ID: | 73179 | P106 | | |
| Meeting Date: MAY | 11, 2017 | Meeting Type: Annual | | | |
| Record Date: MAR | 14, 2017 | | | | | |
| |
| # | Proposal | | | Mgt Rec | | Vote Cast | Sponsor |
| 1.1 | Elect Director Richard H. Fearon | For | | For | Management |
| | | | |
| 1.2 | Elect Director Gregory J. Goff | For | For | Management |
| 1.3 | Elect Director William R. Jellison | For | For | Management |
| 1.4 | Elect Director Sandra Beach Lin | For | For | Management |
| 1.5 | Elect Director Richard A. Lorraine | For | For | Management |
| 1.6 | Elect Director Kim Ann Mink | For | For | Management |
| 1.7 | Elect Director Robert M. Patterson | For | For | Management |
| 1.8 | Elect Director William H. Powell | For | For | Management |
| 1.9 | Elect Director Kerry J. Preete | For | For | Management |
| 1.10 | Elect Director William A. Wulfsohn | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Approve Omnibus Stock Plan | For | For | Management |
| 5 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| RESMED INC. | | | | |
| |
| Ticker: | RMD | Security ID: | 761152107 | | |
| Meeting Date: NOV 17, 2016 | Meeting Type: Annual | | |
| Record Date: SEP 20, 2016 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Carol Burt | For | For | Management |
| 1 | b | Elect Director Rich Sulpizio | For | For | Management |
| 2 | | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| RYDER SYSTEM, INC. | | | | |
| |
| Ticker: | R | Security ID: | 783549108 | | |
| Meeting Date: MAY 05, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 10, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Robert J. Eck | For | For | Management |
| 1 | b | Elect Director L. Patrick Hassey | For | For | Management |
| 1 | c | Elect Director Michael F. Hilton | For | For | Management |
| 1 | d | Elect Director Tamara L. Lundgren | For | For | Management |
| 1 | e | Elect Director Abbie J. Smith | For | For | Management |
| 1 | f | Elect Director Hansel E. Tookes, II | For | For | Management |
| 2 | | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| | | Auditors | | | | |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 4 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | | Provide Right to Act by Written Consent Against | For | Shareholder |
--------------------------------------------------------------------------------
| | | |
| SABRE CORPORATION | | |
| |
| Ticker: | SABR | | Security ID: 78573M104 |
| Meeting Date: MAY | 24, 2017 | Meeting Type: Annual |
| Record Date: MAR | 27, 2017 | |
| | | | |
| # | Proposal | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Renee James | For | Withhold | Management |
| 1.2 | Elect Director Gary Kusin | For | Withhold | Management |
| 1.3 | Elect Director Sean Menke | For | For | Management |
| 1.4 | Elect Director Greg Mondre | For | Withhold | Management |
| 2 | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | Adopt Majority Voting for Uncontested | For | For | Management |
| | Election of Directors | | | |
--------------------------------------------------------------------------------
SIX FLAGS ENTERTAINMENT CORPORATION
| | | | | | |
| Ticker: | SIX | Security ID: 83001A102 | | |
| Meeting Date: MAY 03, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 08, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Kurt M. Cellar | For | For | Management |
| 1.2 | Elect Director John M. Duffey | For | For | Management |
| 1.3 | Elect Director Nancy A. Krejsa | For | For | Management |
| 1.4 | Elect Director Jon L. Luther | For | For | Management |
| 1.5 | Elect Director Usman Nabi | For | For | Management |
| 1.6 | Elect Director Stephen D. Owens | For | For | Management |
| 1.7 | Elect Director James Reid-Anderson | For | For | Management |
| 1.8 | Elect Director Richard W. Roedel | For | For | Management |
| 2 | Amend Omnibus Stock Plan | For | For | Management |
| 3 | Ratify KPMG LLP as Auditors | For | For | Management |
| 4 | Advisory Vote to Ratify Named | For | Against | Management |
| | Executive Officers' Compensation | | | |
| 5 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
| | | | | | |
| SNAP-ON INCORPORATED | | | | |
| |
| Ticker: | SNA | Security ID: | 833034101 | | |
| Meeting Date: APR 27, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 27, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director David C. Adams | For | For | Management |
| 1.2 | Elect Director Karen L. Daniel | For | For | Management |
| 1.3 | Elect Director Ruth Ann M. Gillis | For | For | Management |
| 1.4 | Elect Director James P. Holden | For | For | Management |
| 1.5 | Elect Director Nathan J. Jones | For | For | Management |
| 1.6 | Elect Director Henry W. Knueppel | For | For | Management |
| 1.7 | Elect Director W. Dudley Lehman | For | For | Management |
| 1.8 | Elect Director Nicholas T. Pinchuk | For | For | Management |
| 1.9 | Elect Director Gregg M. Sherrill | For | For | Management |
| 1.10 | Elect Director Donald J. Stebbins | For | For | Management |
| 2 | Ratify Deloitte & Touche LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
THE HOME DEPOT, INC.
| | | | | | | |
| Ticker: | HD | Security ID: | 437076102 | | |
| Meeting Date: MAY 18, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 20, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Gerard J. Arpey | For | For | Management |
| 1 | b | Elect Director Ari Bousbib | For | For | Management |
| 1 | c | Elect Director Jeffery H. Boyd | For | For | Management |
| 1 | d | Elect Director Gregory D. Brenneman | For | For | Management |
| 1 | e | Elect Director J. Frank Brown | For | For | Management |
| 1 | f | Elect Director Albert P. Carey | For | For | Management |
| 1 | g | Elect Director Armando Codina | For | For | Management |
| 1 | h | Elect Director Helena B. Foulkes | For | For | Management |
| 1 | i | Elect Director Linda R. Gooden | For | For | Management |
| 1 | j | Elect Director Wayne M. Hewett | For | For | Management |
| 1 | k | Elect Director Karen L. Katen | For | For | Management |
| 1 | l | Elect Director Craig A. Menear | For | For | Management |
| 1 | m | Elect Director Mark Vadon | For | For | Management |
| 2 | | Ratify KPMG LLP as Auditors | For | For | Management |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 4 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | | Prepare Employment Diversity Report | Against | For | Shareholder |
| | | and Report on Diversity Policies | | | |
| 6 | | Adopt Proxy Statement Reporting on | Against | Against | Shareholder |
| | | Political Contributions and Advisory | | | |
| | | Vote | | | | | |
| 7 | | Amend Articles/Bylaws/Charter - Call | Against | For | Shareholder |
| | | Special Meetings | | | | |
--------------------------------------------------------------------------------
| | | | | | |
| THE PNC FINANCIAL SERVICES GROUP, INC. | | | |
| |
| Ticker: | PNC | Security ID: | 693475105 | | |
| Meeting Date: APR 25, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 03, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Charles E. Bunch | For | For | Management |
| 1.2 | Elect Director Marjorie Rodgers | For | For | Management |
| | Cheshire | | | | |
| 1.3 | Elect Director William S. Demchak | For | For | Management |
| 1.4 | Elect Director Andrew T. Feldstein | For | For | Management |
| 1.5 | Elect Director Daniel R. Hesse | For | For | Management |
| 1.6 | Elect Director Kay Coles James | For | For | Management |
| 1.7 | Elect Director Richard B. Kelson | For | For | Management |
| 1.8 | Elect Director Jane G. Pepper | For | For | Management |
| 1.9 | Elect Director Donald J. Shepard | For | For | Management |
| 1.10 | Elect Director Lorene K. Steffes | For | For | Management |
| 1.11 | Elect Director Dennis F. Strigl | For | For | Management |
| 1.12 | Elect Director Michael J. Ward | For | For | Management |
| 1.13 | Elect Director Gregory D. Wasson | For | For | Management |
| 2 | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| | Auditors | | | | |
| 3 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 4 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 5 | Prepare Employment Diversity Report | Against | Against | Shareholder |
| | and Report on Diversity Policies | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| TIME WARNER INC. | | | | | |
| |
| Ticker: | TWX | | Security ID: | 887317303 | | |
| Meeting Date: FEB | 15, 2017 | Meeting Type: Special | | |
| Record Date: JAN | 03, 2017 | | | | |
| |
| # | Proposal | | | Mgt Rec | Vote Cast | Sponsor |
| 1 | Approve Merger Agreement | For | For | Management |
| 2 | Advisory Vote on Golden Parachutes | For | Against | Management |
| 3 | Adjourn Meeting | | For | For | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| TIME WARNER INC. | | | | |
| |
| Ticker: | TWX | Security ID: | 887317303 | | |
| Meeting Date: JUN 15, 2017 | Meeting Type: Annual | | |
| Record Date: APR 19, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director William P. Barr | For | For | Management |
| 1 | b | Elect Director Jeffrey L. Bewkes | For | For | Management |
| 1 | c | Elect Director Robert C. Clark | For | For | Management |
| 1 | d | Elect Director Mathias Dopfner | For | For | Management |
| 1 | e | Elect Director Jessica P. Einhorn | For | For | Management |
| 1 | f | Elect Director Carlos M. Gutierrez | For | For | Management |
| 1 | g | Elect Director Fred Hassan | For | For | Management |
| 1 | h | Elect Director Paul D. Wachter | For | For | Management |
| 1 | i | Elect Director Deborah C. Wright | For | For | Management |
| 2 | | Ratify Ernst & Young LLP as Auditors | For | For | Management |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 4 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
| | | | | | | |
| Ticker: | WPC | Security ID: 92936U109 | | |
| Meeting Date: JUN 15, 2017 | Meeting Type: Annual | | |
| Record Date: APR 07, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Mark A. Alexander | For | For | Management |
| 1 | b | Elect Director Mark J. DeCesaris | For | For | Management |
| 1 | c | Elect Director Peter J. Farrell | For | For | Management |
| 1 | d | Elect Director Benjamin H. Griswold, IV For | For | Management |
| 1 | e | Elect Director Axel K.A. Hansing | For | For | Management |
| 1 | f | Elect Director Jean Hoysradt | For | For | Management |
| 1 | g | Elect Director Richard C. Marston | For | For | Management |
| 1 | h | Elect Director Christopher J. Niehaus | For | For | Management |
| 1 | i | Elect Director Nick J.M. van Ommen | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 3 | | Approve Executive Incentive Bonus Plan | For | For | Management |
| 4 | | Approve Omnibus Stock Plan | For | For | Management |
| 5 | | Provide Shareholders and the Board | For | For | Management |
| | | with the Concurrent Power to Amend the | | | |
| | | | |
| | Bylaws | | | |
| 6 | Amend Stock Ownership Limitations | For | For | Management |
| 7 | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| | Auditors | | | |
--------------------------------------------------------------------------------
| | | | | | | | |
| WALGREENS BOOTS ALLIANCE, INC. | | | | |
| |
| Ticker: | WBA | Security ID: | 931427108 | | |
| Meeting Date: JAN 26, 2017 | Meeting Type: Annual | | |
| Record Date: NOV 28, 2016 | | | | | |
| |
| # | | Proposal | | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Janice M. Babiak | | For | For | Management |
| 1 | b | Elect Director David J. Brailer | | For | For | Management |
| 1 | c | Elect Director William C. Foote | | For | For | Management |
| 1 | d | Elect Director Ginger L. Graham | | For | For | Management |
| 1 | e | Elect Director John A. Lederer | | For | For | Management |
| 1 | f | Elect Director Dominic P. Murphy | | For | For | Management |
| 1 | g | Elect Director Stefano Pessina | | For | For | Management |
| 1 | h | Elect Director Leonard D. Schaeffer | | For | For | Management |
| 1 | i | Elect Director Nancy M. Schlichting | | For | For | Management |
| 1 | j | Elect Director James A. Skinner | | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | | For | For | Management |
| | | Executive Officers' Compensation | | | | |
| 3 | | Ratify Deloitte & Touche LLP as | | For | For | Management |
| | | Auditors | | | | | |
| 4 | | Approve Executive Incentive Bonus Plan | For | For | Management |
| 5 | | Proxy Access | | | Against | For | Shareholder |
| 6 | | Approve Report on Executive Pay & | | Against | For | Shareholder |
| | | Sustainability Performance | | | | |
--------------------------------------------------------------------------------
| | | | | | | |
| WEBSTER FINANCIAL CORPORATION | | | | |
| |
| Ticker: | WBS | Security ID: | 947890109 | | |
| Meeting Date: APR 27, 2017 | Meeting Type: Annual | | |
| Record Date: FEB 27, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director William L. Atwell | For | For | Management |
| 1 | b | Elect Director Joel S. Becker | For | For | Management |
| 1 | c | Elect Director John J. Crawford | For | For | Management |
| 1 | d | Elect Director Elizabeth E. Flynn | For | For | Management |
| 1 | e | Elect Director Laurence C. Morse | For | For | Management |
| 1 | f | Elect Director Karen R. Osar | For | For | Management |
| 1 | g | Elect Director Mark Pettie | For | For | Management |
| 1 | h | Elect Director Charles W. Shivery | For | For | Management |
| 1 | i | Elect Director James C. Smith | For | For | Management |
| 1 | j | Elect Director Lauren C. States | For | For | Management |
| 2 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
| 3 | | Ratify KPMG LLP as Auditors | For | For | Management |
| 4 | | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
--------------------------------------------------------------------------------
WEST CORPORATION
| | | | | | | |
| Ticker: | WSTC | Security ID: | 952355204 | | |
| Meeting Date: MAY 16, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 23, 2017 | | | | |
| |
| # | | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1 | a | Elect Director Thomas B. Barker | For | For | Management |
| 1 | b | Elect Director Anthony J. DiNovi | For | For | Management |
| 1 | c | Elect Director Diane E. Offereins | For | For | Management |
| 2 | | Ratify Deloitte & Touche LLP as | For | For | Management |
| | | Auditors | | | | |
| 3 | | Advisory Vote to Ratify Named | For | For | Management |
| | | Executive Officers' Compensation | | | |
--------------------------------------------------------------------------------
| | | | | | |
| WEYERHAEUSER COMPANY | | | | |
| |
| Ticker: | WY | Security ID: 962166104 | | |
| Meeting Date: MAY 19, 2017 | Meeting Type: Annual | | |
| Record Date: MAR 24, 2017 | | | | |
| |
| # | Proposal | | Mgt Rec | Vote Cast | Sponsor |
| 1.1 | Elect Director Mark A. Emmert | For | For | Management |
| 1.2 | Elect Director Rick R. Holley | For | For | Management |
| 1.3 | Elect Director Sara Grootwassink Lewis | For | For | Management |
| 1.4 | Elect Director John F. Morgan, Sr. | For | For | Management |
| 1.5 | Elect Director Nicole W. Piasecki | For | For | Management |
| 1.6 | Elect Director Marc F. Racicot | For | For | Management |
| 1.7 | Elect Director Lawrence A. Selzer | For | For | Management |
| 1.8 | Elect Director Doyle R. Simons | For | For | Management |
| 1.9 | Elect Director D. Michael Steuert | For | For | Management |
| 1.10 | Elect Director Kim Williams | For | For | Management |
| 1.11 | Elect Director Charles R. Williamson | For | For | Management |
| 2 | Advisory Vote to Ratify Named | For | For | Management |
| | Executive Officers' Compensation | | | |
| 3 | Advisory Vote on Say on Pay Frequency | One Year | One Year | Management |
| 4 | Ratify KPMG LLP as Auditors | For | For | Management |
------------------------------------------------------------------------------------
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| |
| (Registrant) | Nicholas Equity Income Fund, Inc. |
| By (Signature and Title) | /s/ David O. Nicholas |
| | David O. Nicholas, Principal Executive Officer |
| Date | 08/30/2017 |
