UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-01596
FPA Capital Fund, Inc.
(Exact name of registrant as specified in charter)
11601 Wilshire Blvd.,
Ste. 1200, Los Angeles, CA 90025
(Address of principal executive offices) (Zip code)
J. Richard Atwood, President
FPA Capital Fund, Inc.
11601 Wilshire Blvd., Ste. 1200,
Los Angeles, CA 90025
(Name and address of agent for service)
Registrant’s telephone number, including area code: 310-473-0225
Date of fiscal year end: 3/31
Date of reporting period: 7/1/19 to 6/30/20
Item 1. Proxy Voting Record.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-01596
Reporting Period: 07/01/2019 - 06/30/2020
FPA CAPITAL FUND INC
============================ FPA Capital Fund, Inc. ============================
AARON'S, INC.
Ticker: AAN Security ID: 002535300
Meeting Date: JUN 18, 2020 Meeting Type: Annual
Record Date: MAY 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kelly H. Barrett For For Management
1b Elect Director Kathy T. Betty For For Management
1c Elect Director Douglas C. Curling For For Management
1d Elect Director Cynthia N. Day For For Management
1e Elect Director Curtis L. Doman For For Management
1f Elect Director Walter G. Ehmer For For Management
1g Elect Director Hubert L. Harris, Jr. For For Management
1h Elect Director John W. Robinson, III For For Management
1i Elect Director Ray M. Robinson For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditor For For Management
4 Approve Formation of Holding Company For For Management
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ACI WORLDWIDE, INC.
Ticker: ACIW Security ID: 004498101
Meeting Date: JUN 09, 2020 Meeting Type: Annual
Record Date: APR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Odilon Almeida For For Management
1.2 Elect Director Janet O. Estep For For Management
1.3 Elect Director James C. Hale For For Management
1.4 Elect Director Pamela H. Patsley For For Management
1.5 Elect Director Charles E. Peters, Jr. For For Management
1.6 Elect Director David A. Poe For For Management
1.7 Elect Director Adalio T. Sanchez For For Management
1.8 Elect Director Thomas W. Warsop, III For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
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AGCO CORPORATION
Ticker: AGCO Security ID: 001084102
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Roy V. Armes For For Management
1.2 Elect Director Michael C. Arnold For For Management
1.3 Elect Director Sondra L. Barbour For For Management
1.4 Elect Director P. George Benson For For Management
1.5 Elect Director Suzanne P. Clark For For Management
1.6 Elect Director Wolfgang Deml For For Management
1.7 Elect Director George E. Minnich For For Management
1.8 Elect Director Martin H. Richenhagen For For Management
1.9 Elect Director Gerald L. Shaheen For For Management
1.10 Elect Director Mallika Srinivasan For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditor For For Management
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AMBARELLA, INC.
Ticker: AMBA Security ID: G037AX101
Meeting Date: JUN 04, 2020 Meeting Type: Annual
Record Date: APR 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Leslie Kohn For For Management
1.2 Elect Director D. Jeffrey Richardson For For Management
1.3 Elect Director Elizabeth M. Schwarting For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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ARROW ELECTRONICS, INC.
Ticker: ARW Security ID: 042735100
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barry W. Perry For For Management
1.2 Elect Director William F. Austen For For Management
1.3 Elect Director Steven H. Gunby For For Management
1.4 Elect Director Gail E. Hamilton For For Management
1.5 Elect Director Richard S. Hill For For Management
1.6 Elect Director M.F. (Fran) Keeth For For Management
1.7 Elect Director Andrew C. Kerin For For Management
1.8 Elect Director Laurel J. Krzeminski For For Management
1.9 Elect Director Michael J. Long For For Management
1.10 Elect Director Stephen C. Patrick For For Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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AVNET, INC.
Ticker: AVT Security ID: 053807103
Meeting Date: NOV 19, 2019 Meeting Type: Annual
Record Date: SEP 20, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Rodney C. Adkins For For Management
1b Elect Director William J. Amelio For For Management
1c Elect Director Carlo Bozotti For For Management
1d Elect Director Michael A. Bradley For For Management
1e Elect Director Brenda L. Freeman For For Management
1f Elect Director Jo Ann Jenkins For For Management
1g Elect Director Oleg Khaykin For For Management
1h Elect Director James A. Lawrence For For Management
1i Elect Director Avid Modjtabai For For Management
1j Elect Director Adalio T. Sanchez For For Management
1k Elect Director William H. Schumann, III For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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CAPITOL FEDERAL FINANCIAL, INC.
Ticker: CFFN Security ID: 14057J101
Meeting Date: JAN 28, 2020 Meeting Type: Annual
Record Date: DEC 06, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michel' Philipp Cole For For Management
1.2 Elect Director Jeffrey M. Johnson For For Management
1.3 Elect Director Michael T. McCoy 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
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CARTER'S, INC.
Ticker: CRI Security ID: 146229109
Meeting Date: MAY 14, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Hali Borenstein For For Management
1b Elect Director Amy Woods Brinkley For For Management
1c Elect Director Giuseppina Buonfantino For For Management
1d Elect Director Michael D. Casey For For Management
1e Elect Director A. Bruce Cleverly For For Management
1f Elect Director Jevin S. Eagle For For Management
1g Elect Director Mark P. Hipp For For Management
1h Elect Director William J. Montgoris For For Management
1i Elect Director Richard A. Noll For For Management
1j Elect Director Gretchen W. Price For For Management
1k Elect Director David Pulver For For Management
1l Elect Director Thomas E. Whiddon For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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CENTENE CORPORATION
Ticker: CNC Security ID: 15135B101
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael F. Neidorff For For Management
1b Elect Director H. James Dallas For For Management
1c Elect Director Robert K. Ditmore For For Management
1d Elect Director Richard A. Gephardt For For Management
1e Elect Director Lori J. Robinson For For Management
1f Elect Director William L. Trubeck 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 Amend Qualified Employee Stock For For Management
Purchase Plan
5 Report on Political Contributions Against For Shareholder
Disclosure
6 Eliminate Supermajority Vote Against For Shareholder
Requirement
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CISION LTD.
Ticker: CISN Security ID: G1992S109
Meeting Date: AUG 28, 2019 Meeting Type: Annual
Record Date: AUG 02, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kevin Akeroyd For For Management
1.2 Elect Director Susan Vobejda For For Management
1.3 Elect Director Stuart J. Yarbrough 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 Amend Omnibus Stock Plan For For Management
6 Approve Qualified Employee Stock For For Management
Purchase Plan
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DANA INCORPORATED
Ticker: DAN Security ID: 235825205
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Rachel A. Gonzalez For For Management
1.2 Elect Director James K. Kamsickas For For Management
1.3 Elect Director Virginia A. Kamsky For For Management
1.4 Elect Director Bridget E. Karlin For For Management
1.5 Elect Director Raymond E. Mabus, Jr. For For Management
1.6 Elect Director Michael J. Mack, Jr. For For Management
1.7 Elect Director R. Bruce McDonald For For Management
1.8 Elect Director Diarmuid B. O'Connell For For Management
1.9 Elect Director Keith E. Wandell For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
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FIRST HAWAIIAN, INC.
Ticker: FHB Security ID: 32051X108
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Matthew J. Cox For For Management
1b Elect Director W. Allen Doane For For Management
1c Elect Director Faye Watanabe Kurren For For Management
1d Elect Director Robert S. Harrison For For Management
1e Elect Director Allen B. Uyeda For For Management
1f Elect Director Jenai S. Wall For For Management
1g Elect Director C. Scott Wo 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
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GCI LIBERTY, INC.
Ticker: GLIBA Security ID: 36164V305
Meeting Date: MAY 19, 2020 Meeting Type: Annual
Record Date: MAR 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald A. Duncan For For Management
1.2 Elect Director Donne F. Fisher For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
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GENTEX CORPORATION
Ticker: GNTX Security ID: 371901109
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Leslie Brown For For Management
1.2 Elect Director Steve Downing For For Management
1.3 Elect Director Gary Goode For For Management
1.4 Elect Director James Hollars For For Management
1.5 Elect Director John Mulder For For Management
1.6 Elect Director Richard Schaum For For Management
1.7 Elect Director Kathleen Starkoff For For Management
1.8 Elect Director Brian Walker For For Management
1.9 Elect Director James Wallace For For Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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GRAPHIC PACKAGING HOLDING COMPANY
Ticker: GPK Security ID: 388689101
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 26, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael P. Doss For For Management
1.2 Elect Director Dean A. Scarborough For For Management
1.3 Elect Director Larry M. Venturelli For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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INTERDIGITAL, INC.
Ticker: IDCC Security ID: 45867G101
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 01, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Joan H. Gillman For For Management
1b Elect Director S. Douglas Hutcheson For For Management
1c Elect Director John A. Kritzmacher For For Management
1d Elect Director John D. Markley, Jr. For For Management
1e Elect Director William J. Merritt For For Management
1f Elect Director Jean F. Rankin For For Management
1g Elect Director Philip P. Trahanas For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
--------------------------------------------------------------------------------
INVESTORS BANCORP, INC.
Ticker: ISBC Security ID: 46146L101
Meeting Date: MAY 19, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis M. Bone For For Management
1.2 Elect Director Doreen R. Byrnes For For Management
1.3 Elect Director William V. Cosgrove For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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MKS INSTRUMENTS, INC.
Ticker: MKSI Security ID: 55306N104
Meeting Date: MAY 11, 2020 Meeting Type: Annual
Record Date: MAR 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph B. Donahue For For Management
1.2 Elect Director Janice K. Henry For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
--------------------------------------------------------------------------------
NOBLE ENERGY, INC.
Ticker: NBL Security ID: 655044105
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey L. Berenson For For Management
1b Elect Director James E. Craddock For For Management
1c Elect Director Barbara J. Duganier For For Management
1d Elect Director Thomas J. Edelman For For Management
1e Elect Director Holli C. Ladhani For For Management
1f Elect Director David L. Stover For For Management
1g Elect Director Scott D. Urban For For Management
1h Elect Director William T. Van Kleef For For Management
1i Elect Director Martha B. Wyrsch 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 Approve Omnibus Stock Plan For For Management
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SCIENCE APPLICATIONS INTERNATIONAL CORPORATION
Ticker: SAIC Security ID: 808625107
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 07, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert A. Bedingfield For For Management
1b Elect Director Carol A. Goode For For Management
1c Elect Director John J. Hamre For For Management
1d Elect Director Yvette M. Kanouff For For Management
1e Elect Director Nazzic S. Keene For For Management
1f Elect Director David M. Kerko For For Management
1g Elect Director Timothy J. Mayopoulos For For Management
1h Elect Director Katharina G. McFarland For For Management
1i Elect Director Donna S. Morea For For Management
1j Elect Director Steven R. Shane 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 Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
SKYWEST, INC.
Ticker: SKYW Security ID: 830879102
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jerry C. Atkin For For Management
1.2 Elect Director W. Steve Albrecht For For Management
1.3 Elect Director Russell A. Childs For For Management
1.4 Elect Director Henry J. Eyring For For Management
1.5 Elect Director Meredith S. Madden For For Management
1,6 Elect Director Ronald J. Mittelstaedt For For Management
1.7 Elect Director Andrew C. Roberts For For Management
1.8 Elect Director Keith E. Smith For For Management
1.9 Elect Director Steven F. Udvar-Hazy For For Management
1.10 Elect Director James L. Welch 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
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TREEHOUSE FOODS, INC.
Ticker: THS Security ID: 89469A104
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark R. Hunter For For Management
1.2 Elect Director Ann M. Sardini For For Management
1.3 Elect Director Jean E. Spence 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
--------------------------------------------------------------------------------
VAIL RESORTS, INC.
Ticker: MTN Security ID: 91879Q109
Meeting Date: DEC 05, 2019 Meeting Type: Annual
Record Date: OCT 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Susan L. Decker For For Management
1b Elect Director Robert A. Katz For For Management
1c Elect Director John T. Redmond For For Management
1d Elect Director Michele Romanow For For Management
1e Elect Director Hilary A. Schneider For For Management
1f Elect Director D. Bruce Sewell For For Management
1g Elect Director John F. Sorte For For Management
1h Elect Director Peter A. Vaughn For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC.
Ticker: VMI Security ID: 920253101
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mogens C. Bay For For Management
1.2 Elect Director Walter Scott, Jr. For For Management
1.3 Elect Director Clark T. Randt, Jr. For For Management
1.4 Elect Director Richard Lanoha 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
--------------------------------------------------------------------------------
VONAGE HOLDINGS CORP.
Ticker: VG Security ID: 92886T201
Meeting Date: JUN 11, 2020 Meeting Type: Annual
Record Date: APR 14, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Hamid Akhavan For For Management
1b Elect Director Jan Hauser For For Management
1c Elect Director Priscilla Hung For For Management
1d Elect Director Carolyn Katz For For Management
1e Elect Director Alan Masarek For For Management
1f Elect Director Michael J. McConnell For For Management
1g Elect Director John J. Roberts For For Management
1h Elect Director Gary Steele 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
--------------------------------------------------------------------------------
WESTERN DIGITAL CORPORATION
Ticker: WDC Security ID: 958102105
Meeting Date: NOV 14, 2019 Meeting Type: Annual
Record Date: SEP 16, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kimberly E. Alexy For For Management
1b Elect Director Martin I. Cole For For Management
1c Elect Director Kathleen A. Cote For For Management
1d Elect Director Tunc Doluca For For Management
1e Elect Director Len J. Lauer For For Management
1f Elect Director Matthew E. Massengill For For Management
1g Elect Director Stephen D. Milligan For For Management
1h Elect Director Stephanie A. Streeter For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Omnibus Stock Plan For For Management
4 Ratify KPMG LLP as Auditors For For Management
========== END NPX REPORT
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.
| FPA CAPITAL FUND, INC. | ||
| By: | /s/ J. Richard Atwood | |
| J. Richard Atwood | ||
| President | ||
| Date: | August 7, 2020 | |