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: 811-03105
Exact name of registrant as specified in charter:
Oppenheimer Capital Appreciation Fund
Address of principal executive offices: 6803 South Tucson Way
Centennial, CO 80112-3924
Name and address of agent for service: Arthur S. Gabinet,
Executive Vice President & General Counsel
OFI Global Asset Management, Inc.
Two World Financial Center
225 Liberty Street
New York, NY 10281-1008
Registrant's telephone number, including area code:
303-768-3200
Date of fiscal year end: 8/31
Date of reporting period: 07/01/2012-06/30/2013
Item 1.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-03105
Reporting Period: 07/01/2012 - 06/30/2013
Oppenheimer Capital Appreciation Fund
==================== Oppenheimer Capital Appreciation Fund =====================
ALEXION PHARMACEUTICALS, INC.
Ticker: ALXN Security ID: 015351109
Meeting Date: MAY 06, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Leonard Bell For For Management
1.2 Elect Director Max Link For For Management
1.3 Elect Director William R. Keller For For Management
1.4 Elect Director Joseph A. Madri For For Management
1.5 Elect Director Larry L. Mathis For For Management
1.6 Elect Director R. Douglas Norby For For Management
1.7 Elect Director Alvin S. Parven For For Management
1.8 Elect Director Andreas Rummelt For For Management
1.9 Elect Director Ann M. Veneman 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 Auditors For For Management
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ALLERGAN, INC.
Ticker: AGN Security ID: 018490102
Meeting Date: APR 30, 2013 Meeting Type: Annual
Record Date: MAR 06, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David E.I. Pyott For For Management
1b Elect Director Michael R. Gallagher For For Management
1c Elect Director Deborah Dunsire For For Management
1d Elect Director Dawn Hudson For For Management
1e Elect Director Trevor M. Jones For For Management
1f Elect Director Louis J. Lavigne, Jr. For For Management
1g Elect Director Peter J. McDonnell For For Management
1h Elect Director Timothy D. Proctor For For Management
1i Elect Director Russell T. Ray For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Call Special Meeting For For Management
5.1 Provide Right to Act by Written Consent Against For Shareholder
5.2 Report on Lobbying Payments and Policy Against For Shareholder
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AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: APR 01, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey P. Bezos For For Management
1b Elect Director Tom A. Alberg For For Management
1c Elect Director John Seely Brown For For Management
1d Elect Director William B. Gordon For For Management
1e Elect Director Jamie S. Gorelick For For Management
1f Elect Director Alain Monie For For Management
1g Elect Director Jonathan J. Rubinstein For For Management
1h Elect Director Thomas O. Ryder For For Management
1i Elect Director Patricia Q. Stonesifer For For Management
2 Ratify Auditors For For Management
3 Report on Political Contributions Against For Shareholder
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AMERICAN EXPRESS COMPANY
Ticker: AXP Security ID: 025816109
Meeting Date: APR 29, 2013 Meeting Type: Annual
Record Date: MAR 01, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Charlene Barshefsky For For Management
1.2 Elect Director Ursula M. Burns For For Management
1.3 Elect Director Kenneth I. Chenault For For Management
1.4 Elect Director Peter Chernin For For Management
1.5 Elect Director Anne Lauvergeon For For Management
1.6 Elect Director Theodore J. Leonsis For For Management
1.7 Elect Director Richard C. Levin For For Management
1.8 Elect Director Richard A. McGinn For For Management
1.9 Elect Director Samuel J. Palmisano For For Management
1.10 Elect Director Steven S Reinemund For For Management
1.11 Elect Director Daniel L. Vasella For For Management
1.12 Elect Director Robert D. Walter For For Management
1.13 Elect Director Ronald A. Williams For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
AMETEK, INC.
Ticker: AME Security ID: 031100100
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 21, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ruby R. Chandy For For Management
1.2 Elect Director Charles D. Klein For For Management
1.3 Elect Director Steven W. Kohlhagen For For Management
2 Increase Authorized Common Stock For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 27, 2013 Meeting Type: Annual
Record Date: JAN 02, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William Campbell For For Management
1.2 Elect Director Timothy Cook For For Management
1.3 Elect Director Millard Drexler For For Management
1.4 Elect Director Al Gore For For Management
1.5 Elect Director Robert Iger For For Management
1.6 Elect Director Andrea Jung For For Management
1.7 Elect Director Arthur Levinson For For Management
1.8 Elect Director Ronald Sugar For For Management
2 Amend Articles of Incorporation For For Management
3 Ratify Auditors For For Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Stock Retention/Holding Period Against For Shareholder
6 Establish Board Committee on Human Against Abstain Shareholder
Rights
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AVAGO TECHNOLOGIES LIMITED
Ticker: AVGO Security ID: Y0486S104
Meeting Date: APR 10, 2013 Meeting Type: Annual
Record Date: FEB 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Hock E. Tan For For Management
1b Elect Director John T. Dickson For For Management
1c Elect Director James V. Diller For For Management
1d Elect Director Kenneth Y. Hao For For Management
1e Elect Director John Min-Chih Hsuan For Against Management
1f Elect Director Justine F. Lien For For Management
1g Elect Director Donald Macleod For For Management
2 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors and Authorize Board to Fix
Their Remuneration
3 Approve Issuance of Shares without For For Management
Preemptive Rights
4 Approve Repurchase of Up to 10 Percent For For Management
of Issued Capital
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BAXTER INTERNATIONAL INC.
Ticker: BAX Security ID: 071813109
Meeting Date: MAY 07, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas F. Chen For For Management
1b Elect Director Blake E. Devitt For For Management
1c Elect Director John D. Forsyth For For Management
1d Elect Director Gail D. Fosler For For Management
1e Elect Director Carole J. Shapazian For For Management
2 Ratify 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 Provide Right to Call Special Meeting For For Management
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BIOGEN IDEC INC.
Ticker: BIIB Security ID: 09062X103
Meeting Date: JUN 12, 2013 Meeting Type: Annual
Record Date: APR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Caroline D. Dorsa For For Management
1.2 Elect Director Stelios Papadopoulos For For Management
1.3 Elect Director George A. Scangos For For Management
1.4 Elect Director Lynn Schenk For For Management
1.5 Elect Director Alexander J. Denner For For Management
1.6 Elect Director Nancy L. Leaming For For Management
1.7 Elect Director Richard C. Mulligan For For Management
1.8 Elect Director Robert W. Pangia For For Management
1.9 Elect Director Brian S. Posner For For Management
1.10 Elect Director Eric K. Rowinsky For For Management
1.11 Elect Director Stephen A. Sherwin For For Management
1.12 Elect Director William D. Young For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Executive Incentive Bonus Plan For For Management
5 Amend Omnibus Stock Plan For For Management
6 Stock Retention/Holding Period Against For Shareholder
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BRISTOL-MYERS SQUIBB COMPANY
Ticker: BMY Security ID: 110122108
Meeting Date: MAY 07, 2013 Meeting Type: Annual
Record Date: MAR 14, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Lamberto Andreotti For For Management
1B Elect Director Lewis B. Campbell For For Management
1C Elect Director James M. Cornelius For For Management
1D Elect Director Laurie H. Glimcher For For Management
1E Elect Director Michael Grobstein For For Management
1F Elect Director Alan J. Lacy For For Management
1G Elect Director Vicki L. Sato For For Management
1H Elect Director Elliott Sigal For For Management
1I Elect Director Gerald L. Storch For For Management
1J Elect Director Togo D. West, Jr. For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
BROADCOM CORPORATION
Ticker: BRCM Security ID: 111320107
Meeting Date: MAY 14, 2013 Meeting Type: Annual
Record Date: MAR 18, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Finocchio, Jr. For For Management
1.2 Elect Director Nancy H. Handel For For Management
1.3 Elect Director Eddy W. Hartenstein For For Management
1.4 Elect Director Maria M. Klawe For For Management
1.5 Elect Director John E. Major For For Management
1.6 Elect Director Scott A. McGregor For For Management
1.7 Elect Director William T. Morrow For For Management
1.8 Elect Director Henry Samueli For For Management
1.9 Elect Director Robert E. Switz For For Management
2 Ratify Auditors For For Management
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BROWN-FORMAN CORPORATION
Ticker: BF.A Security ID: 115637209
Meeting Date: JUL 26, 2012 Meeting Type: Annual
Record Date: JUN 18, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For For Management
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CAMERON INTERNATIONAL CORPORATION
Ticker: CAM Security ID: 13342B105
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James T. Hackett For For Management
1.2 Elect Director Michael E. Patrick For For Management
1.3 Elect Director Jon Erik Reinhardsen For For Management
1.4 Elect Director Bruce W. Wilkinson For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
CERNER CORPORATION
Ticker: CERN Security ID: 156782104
Meeting Date: MAY 24, 2013 Meeting Type: Annual
Record Date: APR 05, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gerald E. Bisbee, Jr. For For Management
1b Elect Director Denis A. Cortese For For Management
1c Elect Director Linda M. Dillman For For Management
2 Ratify 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 Increase Authorized Common Stock For For Management
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CHEVRON CORPORATION
Ticker: CVX Security ID: 166764100
Meeting Date: MAY 29, 2013 Meeting Type: Annual
Record Date: APR 03, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linnet F. Deily For For Management
1b Elect Director Robert E. Denham For For Management
1c Elect Director Alice P. Gast For For Management
1d Elect Director Enrique Hernandez, Jr. For For Management
1e Elect Director George L. Kirkland For For Management
1f Elect Director Charles W. Moorman, IV For For Management
1g Elect Director Kevin W. Sharer For For Management
1h Elect Director John G. Stumpf For For Management
1i Elect Director Ronald D. Sugar For For Management
1j Elect Director Carl Ware For For Management
1k Elect Director John S. Watson For For Management
2 Ratify 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 Report on Management of Hydraulic Against For Shareholder
Fracturing Risks and Opportunities
6 Report on Offshore Oil Wells and Spill Against Abstain Shareholder
Mitigation Measures
7 Report on Financial Risks of Climate Against Abstain Shareholder
Change
8 Report on Lobbying Payments and Policy Against For Shareholder
9 Prohibit Political Contributions Against Abstain Shareholder
10 Provide for Cumulative Voting Against Against Shareholder
11 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
12 Require Director Nominee with Against For Shareholder
Environmental Expertise
13 Adopt Guidelines for Country Selection Against For Shareholder
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COACH, INC.
Ticker: COH Security ID: 189754104
Meeting Date: NOV 07, 2012 Meeting Type: Annual
Record Date: SEP 10, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lew Frankfort For For Management
1.2 Elect Director Susan Kropf For For Management
1.3 Elect Director Gary Loveman For For Management
1.4 Elect Director Ivan Menezes For For Management
1.5 Elect Director Irene Miller For For Management
1.6 Elect Director Michael Murphy For For Management
1.7 Elect Director Stephanie Tilenius For For Management
1.8 Elect Director Jide Zeitlin For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION
Ticker: CTSH Security ID: 192446102
Meeting Date: JUN 04, 2013 Meeting Type: Annual
Record Date: APR 08, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Maureen Breakiron-Evans For For Management
1b Elect Director John E. Klein For For Management
1c Elect Director Lakshmi Narayanan For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Declassify the Board of Directors For For Management
4 Amend Qualified Employee Stock For For Management
Purchase Plan
5 Ratify Auditors For For Management
6 Provide Right to Act by Written Consent Against For Shareholder
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COLGATE-PALMOLIVE COMPANY
Ticker: CL Security ID: 194162103
Meeting Date: MAY 10, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nikesh Arora For For Management
1b Elect Director John T. Cahill For For Management
1c Elect Director Ian Cook For For Management
1d Elect Director Helene D. Gayle For For Management
1e Elect Director Ellen M. Hancock For For Management
1f Elect Director Joseph Jimenez For For Management
1g Elect Director Richard J. Kogan For For Management
1h Elect Director Delano E. Lewis For For Management
1i Elect Director J. Pedro Reinhard For For Management
1j Elect Director Stephen I. Sadove For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Adopt Share Retention Policy For Against For Shareholder
Senior Executives
--------------------------------------------------------------------------------
CONCHO RESOURCES INC.
Ticker: CXO Security ID: 20605P101
Meeting Date: JUN 06, 2013 Meeting Type: Annual
Record Date: APR 08, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gary A. Merriman For For Management
1.2 Elect Director Ray M. Poage For For Management
1.3 Elect Director A. Wellford Tabor For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION
Ticker: COST Security ID: 22160K105
Meeting Date: JAN 24, 2013 Meeting Type: Annual
Record Date: NOV 23, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Benjamin S. Carson, Sr. For For Management
1.2 Elect Director William H. Gates For For Management
1.3 Elect Director Hamilton E. James For For Management
1.4 Elect Director W. Craig Jelinek For For Management
1.5 Elect Director Jill S. Ruckelshaus For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Declassify the Board of Directors Against For Shareholder
--------------------------------------------------------------------------------
CROWN HOLDINGS, INC.
Ticker: CCK Security ID: 228368106
Meeting Date: APR 25, 2013 Meeting Type: Annual
Record Date: MAR 05, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jenne K. Britell For For Management
1.2 Elect Director John W. Conway For For Management
1.3 Elect Director Arnold W. Donald For For Management
1.4 Elect Director William G. Little For For Management
1.5 Elect Director Hans J. Loliger For For Management
1.6 Elect Director James H. Miller For For Management
1.7 Elect Director Josef M. Muller For For Management
1.8 Elect Director Thomas A. Ralph For For Management
1.9 Elect Director Hugues du Rouret For For Management
1.10 Elect Director Jim L. Turner For For Management
1.11 Elect Director William S. Urkiel For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
CUMMINS INC.
Ticker: CMI Security ID: 231021106
Meeting Date: MAY 14, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director N. Thomas Linebarger For For Management
2 Elect Director William I. Miller For For Management
3 Elect Director Alexis M. Herman For For Management
4 Elect Director Georgia R. Nelson For For Management
5 Elect Director Carl Ware For For Management
6 Elect Director Robert K. Herdman For For Management
7 Elect Director Robert J. Bernhard For For Management
8 Elect Director Franklin R. Chang Diaz For For Management
9 Elect Director Stephen B. Dobbs For For Management
10 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
11 Ratify Auditors For For Management
12 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
EATON CORPORATION PLC
Ticker: ETN Security ID: G29183103
Meeting Date: APR 24, 2013 Meeting Type: Annual
Record Date: FEB 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director George S. Barrett For For Management
1b Elect Director Todd M. Bluedorn For For Management
1c Elect Director Christopher M. Connor For For Management
1d Elect Director Michael J. Critelli For For Management
1e Elect Director Alexander M. Cutler For For Management
1f Elect Director Charles E. Golden For For Management
1g Elect Director Linda A. Hill For For Management
1h Elect Director Arthur E. Johnson For For Management
1i Elect Director Ned C. Lautenbach For For Management
1j Elect Director Deborah L. McCoy For For Management
1k Elect Director Gregory R. Page For For Management
1l Elect Director Gerald B. Smith For For Management
2 Ratify Auditors For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Approval of Overseas Market Purchases For For Management
of the Company Shares
7 Approve the Price Range for the For For Management
Reissuance of Shares
--------------------------------------------------------------------------------
EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: APR 18, 2013 Meeting Type: Annual
Record Date: MAR 13, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David M. Moffett For For Management
1b Elect Director Richard T. Schlosberg, For For Management
III
1c Elect Director Thomas J. Tierney For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Report on Lobbying Payments and Policy Against For Shareholder
4 Report on Privacy and Data Security Against Abstain Shareholder
5 Ratify Auditors For For Management
--------------------------------------------------------------------------------
ECOLAB INC.
Ticker: ECL Security ID: 278865100
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: MAR 05, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Douglas M. Baker, Jr. For For Management
1.2 Elect Director Barbara J. Beck For For Management
1.3 Elect Director Leslie S. Biller For For Management
1.4 Elect Director Stephen I. Chazen For For Management
1.5 Elect Director Jerry A. Grundhofer For For Management
1.6 Elect Director Arthur J. Higgins For For Management
1.7 Elect Director Joel W. Johnson For For Management
1.8 Elect Director Michael Larson For Against Management
1.9 Elect Director Jerry W. Levin For For Management
1.10 Elect Director Robert L. Lumpkins For For Management
1.11 Elect Director Victoria J. Reich For For Management
1.12 Elect Director Mary M. VanDeWeghe For For Management
1.13 Elect Director John J. Zillmer For For Management
2 Ratify 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 Stock Retention/Holding Period Against For Shareholder
6 Require Consistency with Corporate Against Abstain Shareholder
Values and Report on Political
Contributions
--------------------------------------------------------------------------------
ENSCO PLC
Ticker: ESV Security ID: G3157S106
Meeting Date: MAY 20, 2013 Meeting Type: Annual
Record Date: MAR 28, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Re-elect Francis S. Kalman as Director For For Management
2 Re-elect Roxanne J. Decyk as Director For For Management
3 Re-elect Mary Francis CBE as Director For For Management
4 Reappoint KPMG LLP as Auditors of the For For Management
Company
5 Reappoint KPMG Audit Plc as Auditors For For Management
of the Company
6 Authorize Board to Fix Remuneration of For For Management
Auditors
7 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
8 Advisory Vote to Approve Directors' For For Management
Remuneration Report
9 Accept Auditors' and Directors' For For Management
Reports and Statutory Reports
10 Amend Articles of Association For For Management
Declassifying the Board and Conversion
of American Depositary Shares to Class
A ordinary Shares
11 Authorize Share Repurchase Program For For Management
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FISERV, INC.
Ticker: FISV Security ID: 337738108
Meeting Date: MAY 22, 2013 Meeting Type: Annual
Record Date: MAR 26, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Christopher M. Flink For For Management
1.2 Elect Director Dennis F. Lynch For For Management
1.3 Elect Director Kim M. Robak For For Management
1.4 Elect Director Doyle R. Simons For For Management
1.5 Elect Director Thomas C. Wertheimer For For Management
2 Amend Omnibus Stock Plan For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Auditors For For Management
5 Stock Retention/Holding Period Against For Shareholder
--------------------------------------------------------------------------------
FMC TECHNOLOGIES, INC.
Ticker: FTI Security ID: 30249U101
Meeting Date: MAY 03, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Eleazar de Carvalho For For Management
Filho
1b Elect Director Claire S. Farley For For Management
1c Elect Director Joseph H. Netherland For For Management
2 Ratify 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 Pro-rata Vesting of Equity Awards Against For Shareholder
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GOOGLE INC.
Ticker: GOOG Security ID: 38259P508
Meeting Date: JUN 06, 2013 Meeting Type: Annual
Record Date: APR 08, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry Page For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Eric E. Schmidt For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director Diane B. Greene For For Management
1.6 Elect Director John L. Hennessy For For Management
1.7 Elect Director Ann Mather For Withhold Management
1.8 Elect Director Paul S. Otellini For For Management
1.9 Elect Director K. Ram Shriram For For Management
1.10 Elect Director Shirley M. Tilghman For For Management
2 Ratify Auditors For For Management
3 Report on Reducing Lead Battery Health Against For Shareholder
Hazards
4 Approve Recapitalization Plan for all Against For Shareholder
Stock to Have One-vote per Share
5 Stock Retention/Holding Period Against For Shareholder
6 Adopt Policy on Succession Planning Against For Shareholder
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HONEYWELL INTERNATIONAL INC.
Ticker: HON Security ID: 438516106
Meeting Date: APR 22, 2013 Meeting Type: Annual
Record Date: FEB 22, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Gordon M. Bethune For For Management
1B Elect Director Kevin Burke For For Management
1C Elect Director Jaime Chico Pardo For For Management
1D Elect Director David M. Cote For For Management
1E Elect Director D. Scott Davis For For Management
1F Elect Director Linnet F. Deily For For Management
1G Elect Director Judd Gregg For For Management
1H Elect Director Clive Hollick For For Management
1I Elect Director Grace D. Lieblein For For Management
1J Elect Director George Paz For For Management
1K Elect Director Bradley T. Sheares For For Management
1L Elect Director Robin L. Washington For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Require Independent Board Chairman Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder
6 Pro-rata Vesting of Equity Awards Against For Shareholder
--------------------------------------------------------------------------------
INTUIT INC.
Ticker: INTU Security ID: 461202103
Meeting Date: JAN 17, 2013 Meeting Type: Annual
Record Date: NOV 23, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Christopher W. Brody For For Management
1b Elect Director William V. Campbell For For Management
1c Elect Director Scott D. Cook For For Management
1d Elect Director Diane B. Greene For For Management
1e Elect Director Edward A. Kangas For For Management
1f Elect Director Suzanne Nora Johnson For For Management
1g Elect Director Dennis D. Powell For For Management
1h Elect Director Brad D. Smith For For Management
1i Elect Director Jeff Weiner For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Executive Incentive Bonus Plan For For Management
--------------------------------------------------------------------------------
J.B. HUNT TRANSPORT SERVICES, INC.
Ticker: JBHT Security ID: 445658107
Meeting Date: APR 25, 2013 Meeting Type: Annual
Record Date: FEB 14, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Douglas G. Duncan For For Management
2 Elect Director Francesca M. Edwardson For For Management
3 Elect Director Wayne Garrison For For Management
4 Elect Director Sharilyn S. Gasaway For For Management
5 Elect Director Gary C. George For For Management
6 Elect Director Bryan Hunt For For Management
7 Elect Director Coleman H. Peterson For For Management
8 Elect Director John N. Roberts III For For Management
9 Elect Director James L. Robo For For Management
10 Elect Director Kirk Thompson For For Management
11 Elect Director John A. White For For Management
12 Ratify Auditors For For Management
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JOHNSON CONTROLS, INC.
Ticker: JCI Security ID: 478366107
Meeting Date: JAN 23, 2013 Meeting Type: Annual
Record Date: NOV 15, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David P. Abney For For Management
1.2 Elect Director Julie L. Bushman For For Management
1.3 Elect Director Eugenio Clariond For For Management
Reyes-Retana
1.4 Elect Director Jeffrey A. Joerres For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors For For Management
4 Approve Omnibus Stock Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Require Independent Board Chairman Against Against Shareholder
7 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
JOY GLOBAL INC.
Ticker: JOY Security ID: 481165108
Meeting Date: MAR 05, 2013 Meeting Type: Annual
Record Date: JAN 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Steven L. Gerard For For Management
1.2 Elect Director John T. Gremp For For Management
1.3 Elect Director John Nils Hanson For For Management
1.4 Elect Director Gale E. Klappa For For Management
1.5 Elect Director Richard B. Loynd For For Management
1.6 Elect Director P. Eric Siegert For For Management
1.7 Elect Director Michael W. Sutherlin For For Management
1.8 Elect Director James H. Tate For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Adopt Majority Voting for Uncontested None For Management
Election of Directors
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KANSAS CITY SOUTHERN
Ticker: KSU Security ID: 485170302
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Terrence P. Dunn For For Management
1.2 Elect Director Antonio O. Garza, Jr. For For Management
1.3 Elect Director David L. Starling For For Management
2 Ratify 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 Declassify the Board of Directors Against For Shareholder
--------------------------------------------------------------------------------
MCDONALD'S CORPORATION
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Walter E. Massey For For Management
1b Elect Director John W. Rogers, Jr. For For Management
1c Elect Director Roger W. Stone For For Management
1d Elect Director Miles D. White For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Report on Pay Disparity Against Abstain Shareholder
5 Stock Retention/Holding Period Against For Shareholder
6 Report on Human Rights Risk Assessment Against For Shareholder
Process
7 Report on Nutrition Initiatives and Against Abstain Shareholder
Childhood Obesity Concerns
--------------------------------------------------------------------------------
MEAD JOHNSON NUTRITION COMPANY
Ticker: MJN Security ID: 582839106
Meeting Date: APR 30, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Steven M. Altschuler For For Management
1b Elect Director Howard B. Bernick For For Management
1c Elect Director Kimberly A. Casiano For For Management
1d Elect Director Anna C. Catalano For For Management
1e Elect Director Celeste A. Clark For For Management
1f Elect Director James M. Cornelius For For Management
1g Elect Director Stephen W. Golsby For For Management
1h Elect Director Peter Kasper Jakobsen For For Management
1i Elect Director Peter G. Ratcliffe For For Management
1j Elect Director Elliott Sigal For For Management
1k Elect Director Robert S. Singer For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
MEDIVATION, INC.
Ticker: MDVN Security ID: 58501N101
Meeting Date: JUN 28, 2013 Meeting Type: Annual
Record Date: APR 29, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel D. Adams For For Management
1.2 Elect Director Kim D. Blickenstaff For For Management
1.3 Elect Director Kathryn E. Falberg For For Management
1.4 Elect Director Dawn Graham For For Management
1.5 Elect Director David T. Hung For For Management
1.6 Elect Director W. Anthony Vernon For For Management
1.7 Elect Director Wendy L. Yarno For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Approve Qualified Employee Stock For For Management
Purchase Plan
5 Amend Omnibus Stock Plan For For Management
6 Approve Executive Incentive Bonus Plan For For Management
--------------------------------------------------------------------------------
METTLER-TOLEDO INTERNATIONAL INC.
Ticker: MTD Security ID: 592688105
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert F. Spoerry For For Management
1.2 Elect Director Wah-Hui Chu For For Management
1.3 Elect Director Francis A. Contino For For Management
1.4 Elect Director Olivier A. Filliol For For Management
1.5 Elect Director Michael A. Kelly For For Management
1.6 Elect Director Martin D. Madaus For For Management
1.7 Elect Director Hans Ulrich Maerki For For Management
1.8 Elect Director George M. Milne, Jr. For For Management
1.9 Elect Director Thomas P. Salice For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
MONSANTO COMPANY
Ticker: MON Security ID: 61166W101
Meeting Date: JAN 31, 2013 Meeting Type: Annual
Record Date: DEC 03, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David L. Chicoine For For Management
1b Elect Director Arthur H. Harper For For Management
1c Elect Director Gwendolyn S. King For For Management
1d Elect Director Jon R. Moeller For For Management
2 Ratify 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 Risk of Genetically Against Abstain Shareholder
Engineered Products
--------------------------------------------------------------------------------
NESTLE SA
Ticker: NESN Security ID: H57312649
Meeting Date: APR 11, 2013 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For For Management
Statutory Reports
1.2 Approve Remuneration Report For For Management
2 Approve Discharge of Board and Senior For For Management
Management
3 Approve Allocation of Income and For For Management
Dividends of CHF 2.05 per Share
4.1.1 Reelect Peter Brabeck-Letmathe as For For Management
Director
4.1.2 Reelect Steven Hoch as Director For For Management
4.1.3 Reelect Titia de Lange as Director For For Management
4.1.4 Reelect Jean-Pierre Roth as Director For For Management
4.2 Elect Eva Cheng as Director For For Management
4.3 Ratify KPMG AG as Auditors For For Management
--------------------------------------------------------------------------------
NIKE, INC.
Ticker: NKE Security ID: 654106103
Meeting Date: SEP 20, 2012 Meeting Type: Annual
Record Date: JUL 23, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan B. Graf, Jr. For For Management
1.2 Elect Director John C. Lechleiter For For Management
1.3 Elect Director Phyllis M. Wise For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Increase Authorized Common Stock For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Ratify Auditors For For Management
6 Report on Political Contributions Against For Shareholder
--------------------------------------------------------------------------------
NOBLE ENERGY, INC.
Ticker: NBL Security ID: 655044105
Meeting Date: APR 23, 2013 Meeting Type: Annual
Record Date: MAR 06, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey L. Berenson For For Management
1.2 Elect Director Michael A. Cawley For For Management
1.3 Elect Director Edward F. Cox For For Management
1.4 Elect Director Charles D. Davidson For For Management
1.5 Elect Director Thomas J. Edelman For For Management
1.6 Elect Director Eric P. Grubman For For Management
1.7 Elect Director Kirby L. Hedrick For For Management
1.8 Elect Director Scott D. Urban For For Management
1.9 Elect Director William T. Van Kleef For For Management
1.10 Elect Director Molly K. Williamson For For Management
2 Ratify 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 Adopt the Jurisdiction of For Against Management
Incorporation as the Exclusive Forum
for Certain Disputes
6 Amend Bylaws to Change Certain For For Management
Provisions
--------------------------------------------------------------------------------
NORTHERN TRUST CORPORATION
Ticker: NTRS Security ID: 665859104
Meeting Date: APR 16, 2013 Meeting Type: Annual
Record Date: FEB 18, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Linda Walker Bynoe For For Management
1.2 Elect Director Nicholas D. Chabraja For Withhold Management
1.3 Elect Director Susan Crown For For Management
1.4 Elect Director Dipak C. Jain For For Management
1.5 Elect Director Robert W. Lane For For Management
1.6 Elect Director Edward J. Mooney For For Management
1.7 Elect Director Jose Luis Prado For For Management
1.8 Elect Director John W. Rowe For For Management
1.9 Elect Director Martin P. Slark For For Management
1.10 Elect Director David H. B. Smith, Jr. For For Management
1.11 Elect Director Charles A. Tribbett, III For For Management
1.12 Elect Director Frederick H. Waddell For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Report on Political Contributions and Against For Shareholder
Lobbying Expenditures
--------------------------------------------------------------------------------
NOVO NORDISK A/S
Ticker: NOVO B Security ID: K7314N152
Meeting Date: MAR 20, 2013 Meeting Type: Annual
Record Date: MAR 13, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Report of Board None None Management
2 Approve Financial Statements and For For Management
Statutory Reports
3.1 Approve Remuneration of Directors for For For Management
2012 in the Aggregate Amount of DKK 9.
4 Million
3.2 Approve Remuneration of Directors for For For Management
2013 in the Amount of DKK 1.5 Million
for Chairman, DKK 1 Million for Vice
Chairman, and Base Amount of DKK
500,000 for Other Members; Approve
Remuneration for Committee Work
4 Approve Allocation of Income and For For Management
Dividends of DKK 18 per Share
5.1 Elect Goran Ando (Chairman) as Director For For Management
5.2 Elect Jeppe Christiansen (Vice For For Management
Chairman) as New Director
5.3a Elect Bruno Angelici as Director For For Management
5.3b Elect Henrik Gurtler as Director For For Management
5.3c Elect Liz Hewitt as Director For For Management
5.3d Elect Thomas Koestler as Director For For Management
5.3e Elect Hannu Ryopponen as Director For For Management
6 Ratify PricewaterhouseCoopers as For For Management
Auditors
7.1 Approve DKK 10 Million Reduction in For For Management
Class B Share Capital via Share
Cancellation
7.2 Approve Creation of up to DKK 78 For For Management
Million Pool of Capital with or
without Preemptive Rights
7.3 Authorize Repurchase up to 10 Percent For For Management
of Share Capital
7.4 Approve Guidelines for Incentive-Based For For Management
Compensation for Executive Management
and Board
8 Other Business None None Management
--------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC.
Ticker: ORLY Security ID: 67103H107
Meeting Date: MAY 07, 2013 Meeting Type: Annual
Record Date: FEB 28, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Larry O'Reilly For For Management
1b Elect Director Rosalie O'Reilly-Wooten For For Management
1c Elect Director Thomas T. Hendrickson For For Management
2 Declassify the Board of Directors For For Management
3 Provide Right to Call Special Meeting For For Management
4 Amend Articles of Incorporation to For For Management
Eliminate Unnecessary and Outdated
Provisions and to Make Minor Revisions
to Conform to Current State Laws and
Clarify
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Ratify Auditors For For Management
--------------------------------------------------------------------------------
OCEANEERING INTERNATIONAL, INC.
Ticker: OII Security ID: 675232102
Meeting Date: APR 26, 2013 Meeting Type: Annual
Record Date: MAR 13, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul B. Murphy, Jr. For For Management
1.2 Elect Director Harris J. Pappas For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
PARKER-HANNIFIN CORPORATION
Ticker: PH Security ID: 701094104
Meeting Date: OCT 24, 2012 Meeting Type: Annual
Record Date: AUG 31, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert G. Bohn For For Management
1.2 Elect Director Linda S. Harty For For Management
1.3 Elect Director William E. Kassling For For Management
1.4 Elect Director Robert J. Kohlhepp For For Management
1.5 Elect Director Klaus-Peter Muller For For Management
1.6 Elect Director Candy M. Obourn For For Management
1.7 Elect Director Joseph M. Scaminace For For Management
1.8 Elect Director Wolfgang R. Schmitt For For Management
1.9 Elect Director Ake Svensson For For Management
1.10 Elect Director James L. Wainscott For For Management
1.11 Elect Director Donald E. Washkewicz For For Management
2 Ratify 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 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
PERRIGO COMPANY
Ticker: PRGO Security ID: 714290103
Meeting Date: NOV 06, 2012 Meeting Type: Annual
Record Date: SEP 07, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gary M. Cohen For For Management
1.2 Elect Director David T. Gibbons For Withhold Management
1.3 Elect Director Ran Gottfried For For Management
1.4 Elect Director Ellen R. Hoffing For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Harold Brown For For Management
1.2 Elect Director Mathis Cabiallavetta For For Management
1.3 Elect Director Andre Calantzopoulos For For Management
1.4 Elect Director Louis C. Camilleri For For Management
1.5 Elect Director J. Dudley Fishburn For For Management
1.6 Elect Director Jennifer Li For For Management
1.7 Elect Director Graham Mackay For For Management
1.8 Elect Director Sergio Marchionne For Against Management
1.9 Elect Director Kalpana Morparia For For Management
1.10 Elect DirectorLucio A. Noto For For Management
1.11 Elect Director Robert B. Polet For For Management
1.12 Elect Director Carlos Slim Helu For For Management
1.13 Elect Director Stephen M. Wolf For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
PHILLIPS 66
Ticker: PSX Security ID: 718546104
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Greg C. Garland For For Management
1b Elect Director John E. Lowe For For Management
2 Ratify Auditors For For Management
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
--------------------------------------------------------------------------------
PPG INDUSTRIES, INC.
Ticker: PPG Security ID: 693506107
Meeting Date: APR 18, 2013 Meeting Type: Annual
Record Date: FEB 22, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James G. Berges For For Management
1.2 Elect Director John V. Faraci For For Management
1.3 Elect Director Victoria F. Haynes For For Management
1.4 Elect Director Martin H. Richenhagen For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Declassify the Board of Directors For For Management
4 Ratify Auditors For For Management
5 Reduce Supermajority Vote Requirement Against For Shareholder
--------------------------------------------------------------------------------
PRECISION CASTPARTS CORP.
Ticker: PCP Security ID: 740189105
Meeting Date: AUG 14, 2012 Meeting Type: Annual
Record Date: JUN 12, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark Donegan For For Management
1.2 Elect Director Vernon E. Oechsle For For Management
1.3 Elect Director Ulrich Schmidt For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Executive Incentive Bonus Plan For For Management
--------------------------------------------------------------------------------
QUALCOMM INCORPORATED
Ticker: QCOM Security ID: 747525103
Meeting Date: MAR 05, 2013 Meeting Type: Annual
Record Date: JAN 07, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Barbara T. Alexander For For Management
1b Elect Director Donald G. Cruickshank For For Management
1c Elect Director Raymond V. Dittamore For For Management
1d Elect Director Susan Hockfield For For Management
1e Elect Director Thomas W. Horton For For Management
1f Elect Director Paul E. Jacobs For For Management
1g Elect Director Sherry Lansing For For Management
1h Elect Director Duane A. Nelles For For Management
1i Elect Director Francisco Ros For For Management
1j Elect Director Brent Scowcroft For For Management
1k Elect Director Marc I. Stern For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
RALPH LAUREN CORPORATION
Ticker: RL Security ID: 751212101
Meeting Date: AUG 09, 2012 Meeting Type: Annual
Record Date: JUN 21, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Frank A. Bennack, Jr. For For Management
1.2 Elect Director Joel L. Fleishman For For Management
1.3 Elect Director Steven P. Murphy For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Executive Incentive Bonus Plan For For Management
--------------------------------------------------------------------------------
ROPER INDUSTRIES, INC.
Ticker: ROP Security ID: 776696106
Meeting Date: MAY 24, 2013 Meeting Type: Annual
Record Date: APR 12, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David W. Devonshire For For Management
1.2 Elect Director John F. Fort, III For For Management
1.3 Elect Director Brian D. Jellison For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Declassify the Board of Directors For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
SABMILLER PLC
Ticker: SAB Security ID: G77395104
Meeting Date: JUL 26, 2012 Meeting Type: Annual
Record Date: JUL 24, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For Against Management
3 Elect Dr Alan Clark as Director For For Management
4 Re-elect Mark Armour as Director For For Management
5 Re-elect Geoffrey Bible as Director For For Management
6 Re-elect Dinyar Devitre as Director For For Management
7 Re-elect Lesley Knox as Director For For Management
8 Re-elect Graham Mackay as Director For Abstain Management
9 Re-elect John Manser as Director For Against Management
10 Re-elect John Manzoni as Director For For Management
11 Re-elect Miles Morland as Director For Against Management
12 Re-elect Dambisa Moyo as Director For For Management
13 Re-elect Carlos Perez Davila as For For Management
Director
14 Re-elect Cyril Ramaphosa as Director For Against Management
15 Re-elect Alejandro Santo Domingo For For Management
Davila as Director
16 Re-elect Helen Weir as Director For For Management
17 Re-elect Howard Willard as Director For For Management
18 Re-elect Jamie Wilson as Director For For Management
19 Approve Final Dividend For For Management
20 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
21 Authorise Board to Fix Remuneration of For For Management
Auditors
22 Authorise Issue of Equity with For For Management
Pre-emptive Rights
23 Authorise Issue of Equity without For For Management
Pre-emptive Rights
24 Authorise Market Purchase of Ordinary For For Management
Shares
25 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
--------------------------------------------------------------------------------
SALESFORCE.COM, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: MAR 20, 2013 Meeting Type: Special
Record Date: FEB 08, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For Against Management
--------------------------------------------------------------------------------
SALESFORCE.COM, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: JUN 06, 2013 Meeting Type: Annual
Record Date: MAY 06, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stratton Sclavos For For Management
1.2 Elect Director Lawrence Tomlinson For For Management
1.3 Elect Director Shirley Young For For Management
2 Declassify the Board of Directors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
SCHLUMBERGER LIMITED
Ticker: SLB Security ID: 806857108
Meeting Date: APR 10, 2013 Meeting Type: Annual
Record Date: FEB 20, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Peter L.S. Currie For For Management
1b Elect Director Tony Isaac For For Management
1c Elect Director K. Vaman Kamath For For Management
1d Elect Director Paal Kibsgaard For For Management
1e Elect Director Nikolay Kudryavtsev For For Management
1f Elect Director Adrian Lajous For For Management
1g Elect Director Michael E. Marks For For Management
1h Elect Director Lubna S. Olayan For For Management
1i Elect Director L. Rafael Reif For For Management
1j Elect Director Tore I. Sandvold For For Management
1k Elect Director Henri Seydoux For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Adopt and Approve Financials and For For Management
Dividends
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Approve Omnibus Stock Plan For For Management
6 Amend Employee Stock Purchase Plan For For Management
--------------------------------------------------------------------------------
STANDARD CHARTERED PLC
Ticker: STAN Security ID: G84228157
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAY 03, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Report For For Management
4 Elect Om Bhatt as Director For For Management
5 Elect Dr Louis Chi-Yan Cheung as For For Management
Director
6 Elect Margaret Ewing as Director For For Management
7 Elect Dr Lars Thunell as Director For For Management
8 Re-elect Stefano Bertamini as Director For For Management
9 Re-elect Jaspal Bindra as Director For For Management
10 Re-elect James Dundas as Director For For Management
11 Re-elect Dr Han Seung-soo as Director For For Management
12 Re-elect Simon Lowth as Director For For Management
13 Re-elect Rudolph Markham as Director For For Management
14 Re-elect Ruth Markland as Director For For Management
15 Re-elect Richard Meddings as Director For For Management
16 Re-elect John Paynter as Director For For Management
17 Re-elect Sir John Peace as Director For For Management
18 Re-elect Alun Rees as Director For For Management
19 Re-elect Peter Sands as Director For For Management
20 Re-elect Viswanathan Shankar as For For Management
Director
21 Re-elect Paul Skinner as Director For For Management
22 Re-elect Oliver Stocken as Director For For Management
23 Reappoint KPMG Audit plc as Auditors For For Management
24 Authorise Board to Fix Remuneration of For For Management
Auditors
25 Approve EU Political Donations and For For Management
Expenditure
26 Authorise Issue of Equity with For For Management
Pre-emptive Rights
27 Authorise Issue of Equity with For For Management
Pre-emptive Rights
28 Authorise Issue of Equity without For For Management
Pre-emptive Rights
29 Authorise Market Purchase of Ordinary For For Management
Shares
30 Authorise Market Purchase of For For Management
Preference Shares
31 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
32 Approve Sharesave Plan For For Management
--------------------------------------------------------------------------------
TERADATA CORPORATION
Ticker: TDC Security ID: 88076W103
Meeting Date: APR 30, 2013 Meeting Type: Annual
Record Date: MAR 01, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Edward P. Boykin For For Management
1b Elect Director Cary T. Fu For For Management
1c Elect Director Victor L. Lund For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Declassify the Board of Directors For For Shareholder
--------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED
Ticker: TXN Security ID: 882508104
Meeting Date: APR 18, 2013 Meeting Type: Annual
Record Date: FEB 19, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ralph W. Babb, JR. For For Management
1b Elect Director Mark A. Blinn For For Management
1c Elect Director Daniel A. Carp For For Management
1d Elect Director Carrie S. Cox For For Management
1e Elect Director Pamela H. Patsley For For Management
1f Elect Director Robert E. Sanchez For For Management
1g Elect Director Wayne R. Sanders For For Management
1h Elect Director Ruth J. Simmons For For Management
1i Elect Director Richard K. Templeton For For Management
1j Elect Director Christine Todd Whitman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
THE COCA-COLA COMPANY
Ticker: KO Security ID: 191216100
Meeting Date: JUL 10, 2012 Meeting Type: Special
Record Date: MAY 21, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Stock Split For For Management
--------------------------------------------------------------------------------
THE COCA-COLA COMPANY
Ticker: KO Security ID: 191216100
Meeting Date: APR 24, 2013 Meeting Type: Annual
Record Date: FEB 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Herbert A. Allen For For Management
1.2 Elect Director Ronald W. Allen For Against Management
1.3 Elect Director Howard G. Buffett For For Management
1.4 Elect Director Richard M. Daley For For Management
1.5 Elect Director Barry Diller For For Management
1.6 Elect Director Helene D. Gayle For For Management
1.7 Elect Director Evan G. Greenberg For For Management
1.8 Elect Director Alexis M. Herman For For Management
1.9 Elect Director Muhtar Kent For For Management
1.10 Elect Director Robert A. Kotick For For Management
1.11 Elect Director Maria Elena Lagomasino For For Management
1.12 Elect Director Donald F. McHenry For For Management
1.13 Elect Director Sam Nunn For For Management
1.14 Elect Director James D. Robinson, III For For Management
1.15 Elect Director Peter V. Ueberroth For For Management
1.16 Elect Director Jacob Wallenberg For Against Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Provide Right to Call Special Meeting For For Management
5 Establish Board Committee on Human Against Against Shareholder
Rights
--------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC.
Ticker: EL Security ID: 518439104
Meeting Date: NOV 09, 2012 Meeting Type: Annual
Record Date: SEP 11, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Rose Marie Bravo For For Management
1.2 Elect Director Paul J. Fribourg For For Management
1.3 Elect Director Mellody Hobson For For Management
1.4 Elect Director Irvine O. Hockaday, Jr. For For Management
1.5 Elect Director Barry S. Sternlicht For Withhold Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Increase Authorized Common Stock For Against Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC.
Ticker: GS Security ID: 38141G104
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lloyd C. Blankfein For For Management
2 Elect Director M. Michele Burns For For Management
3 Elect Director Gary D. Cohn For For Management
4 Elect Director Claes Dahlback For For Management
5 Elect Director William W. George For For Management
6 Elect Director James A. Johnson For For Management
7 Elect Director Lakshmi N. Mittal For For Management
8 Elect Director Adebayo O. Ogunlesi For For Management
9 Elect Director James J. Schiro For For Management
10 Elect Director Debora L. Spar For For Management
11 Elect Director Mark E. Tucker For For Management
12 Elect Director David A. Viniar For For Management
13 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
14 Approve Omnibus Stock Plan For Against Management
15 Ratify Auditors For For Management
16 Establish Board Committee on Human Against Against Shareholder
Rights
17 Report on Lobbying Payments and Policy Against Abstain Shareholder
18 Adopt Proxy Access Right Against Against Shareholder
19 Employ Investment Bank to Explore Against Against Shareholder
Alternatives to Maximize Shareholder
Value
--------------------------------------------------------------------------------
THE TJX COMPANIES, INC.
Ticker: TJX Security ID: 872540109
Meeting Date: JUN 11, 2013 Meeting Type: Annual
Record Date: APR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Zein Abdalla For For Management
1.2 Elect Director Jose B. Alvarez For For Management
1.3 Elect Director Alan M. Bennett For For Management
1.4 Elect Director Bernard Cammarata For For Management
1.5 Elect Director David T. Ching For For Management
1.6 Elect Director Michael F. Hines For For Management
1.7 Elect Director Amy B. Lane For For Management
1.8 Elect Director Dawn G. Lepore For For Management
1.9 Elect Director Carol Meyrowitz For For Management
1.10 Elect Director John F. O'Brien For For Management
1.11 Elect Director Willow B. Shire For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
THE WALT DISNEY COMPANY
Ticker: DIS Security ID: 254687106
Meeting Date: MAR 06, 2013 Meeting Type: Annual
Record Date: JAN 07, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.a Elect Director Susan E. Arnold For For Management
1.b Elect Director John S. Chen For For Management
1.c Elect Director Judith L. Estrin For For Management
1.d Elect Director Robert A. Iger For For Management
1.e Elect Director Fred H. Langhammer For For Management
1.f Elect Director Aylwin B. Lewis For For Management
1.g Elect Director Monica C. Lozano For For Management
1.h Elect Director Robert W. Matschullat For For Management
1.i Elect Director Sheryl K. Sandberg For For Management
1.j Elect Director Orin C. Smith For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Adopt Proxy Access Right Against For Shareholder
6 Require Independent Board Chairman Against For Shareholder
--------------------------------------------------------------------------------
TIFFANY & CO.
Ticker: TIF Security ID: 886547108
Meeting Date: MAY 16, 2013 Meeting Type: Annual
Record Date: MAR 19, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael J. Kowalski For For Management
1.2 Elect Director Rose Marie Bravo For For Management
1.3 Elect Director Gary E. Costley For For Management
1.4 Elect Director Lawrence K. Fish For For Management
1.5 Elect Director Abby F. Kohnstamm For For Management
1.6 Elect Director Charles K. Marquis For For Management
1.7 Elect Director Peter W. May For For Management
1.8 Elect Director William A. Shutzer For For Management
1.9 Elect Director Robert S. Singer For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
TRANSDIGM GROUP INCORPORATED
Ticker: TDG Security ID: 893641100
Meeting Date: MAR 06, 2013 Meeting Type: Annual
Record Date: JAN 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mervin Dunn For For Management
1.2 Elect Director Michael S. Graff For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Declassify the Board of Directors None For Shareholder
--------------------------------------------------------------------------------
UNION PACIFIC CORPORATION
Ticker: UNP Security ID: 907818108
Meeting Date: MAY 16, 2013 Meeting Type: Annual
Record Date: FEB 28, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Andrew H. Card, Jr. For For Management
1.2 Elect Director Erroll B. Davis, Jr. For For Management
1.3 Elect Director Thomas J. Donohue For For Management
1.4 Elect Director Archie W. Dunham For For Management
1.5 Elect Director Judith Richards Hope For For Management
1.6 Elect Director John J. Koraleski For For Management
1.7 Elect Director Charles C. Krulak For For Management
1.8 Elect Director Michael R. McCarthy For For Management
1.9 Elect Director Michael W. McConnell For For Management
1.10 Elect Director Thomas F. McLarty, III For For Management
1.11 Elect Director Steven R. Rogel For For Management
1.12 Elect Director Jose H. Villarreal For For Management
1.13 Elect Director James R. Young For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Report on Lobbying Payments and Policy Against For Shareholder
--------------------------------------------------------------------------------
UNITED RENTALS, INC.
Ticker: URI Security ID: 911363109
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jenne K. Britell For For Management
1.2 Elect Director Jose B. Alvarez For For Management
1.3 Elect Director Bobby J. Griffin For For Management
1.4 Elect Director Michael J. Kneeland For For Management
1.5 Elect Director Pierre E. Leroy For For Management
1.6 Elect Director Singleton B. McAllister For For Management
1.7 Elect Director Brian D. McAuley For For Management
1.8 Elect Director John S. McKinney For For Management
1.9 Elect Director James H. Ozanne For For Management
1.10 Elect Director Jason D. Papastavrou For For Management
1.11 Elect Director Filippo Passerini For For Management
1.12 Elect Director Donald C. Roof For For Management
1.13 Elect Director Keith Wimbush For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
UNITED TECHNOLOGIES CORPORATION
Ticker: UTX Security ID: 913017109
Meeting Date: APR 29, 2013 Meeting Type: Annual
Record Date: MAR 01, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Louis R. Chenevert For For Management
1b Elect Director John V. Faraci For For Management
1c Elect Director Jean-Pierre Garnier For For Management
1d Elect Director Jamie S. Gorelick For For Management
1e Elect Director Edward A. Kangas For For Management
1f Elect Director Ellen J. Kullman For For Management
1g Elect Director Marshall O. Larsen For For Management
1h Elect Director Harold McGraw, III For For Management
1i Elect Director Richard B. Myers For For Management
1j Elect Director H. Patrick Swygert For For Management
1k Elect Director Andre Villeneuve For For Management
1l Elect Director Christine Todd Whitman For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
VERTEX PHARMACEUTICALS INCORPORATED
Ticker: VRTX Security ID: 92532F100
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joshua Boger For For Management
1.2 Elect Director Terrence C. Kearney For For Management
1.3 Elect Director Yuchun Lee For For Management
1.4 Elect Director Elaine S. Ullian For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
VISA INC.
Ticker: V Security ID: 92826C839
Meeting Date: JAN 30, 2013 Meeting Type: Annual
Record Date: DEC 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gary P. Coughlan For For Management
1b Elect Director Mary B. Cranston For For Management
1c Elect Director Francisco Javier For For Management
Fernandez-Carbajal
1d Elect Director Robert W. Matschullat For For Management
1e Elect Director Cathy E. Minehan For For Management
1f Elect Director Suzanne Nora Johnson For For Management
1g Elect Director David J. Pang For For Management
1h Elect Director Joseph W. Saunders For For Management
1i Elect Director Charles W. Scharf For For Management
1j Elect Director William S. Shanahan For For Management
1k Elect Director John A. Swainson For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Report on Lobbying Payments and Policy Against For Shareholder
--------------------------------------------------------------------------------
VMWARE, INC.
Ticker: VMW Security ID: 928563402
Meeting Date: MAY 29, 2013 Meeting Type: Annual
Record Date: APR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Amend Omnibus Stock Plan For For Management
5 Amend Qualified Employee Stock For For Management
Purchase Plan
--------------------------------------------------------------------------------
W.W. GRAINGER, INC.
Ticker: GWW Security ID: 384802104
Meeting Date: APR 24, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brian P. Anderson For For Management
1.2 Elect Director V. Ann Hailey For For Management
1.3 Elect Director William K. Hall For For Management
1.4 Elect Director Stuart L. Levenick For For Management
1.5 Elect Director John W. McCarter, Jr. For For Management
1.6 Elect Director Neil S. Novich For For Management
1.7 Elect Director Michael J. Roberts For For Management
1.8 Elect Director Gary L. Rogers For For Management
1.9 Elect Director James T. Ryan For For Management
1.10 Elect Director E. Scott Santi For For Management
1.11 Elect Director James D. Slavik For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
YUM! BRANDS, INC.
Ticker: YUM Security ID: 988498101
Meeting Date: MAY 15, 2013 Meeting Type: Annual
Record Date: MAR 18, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael J. Cavanagh For For Management
1b Elect Director David W. Dorman For For Management
1c Elect Director Massimo Ferragamo For For Management
1d Elect Director Mirian M. Graddick-Weir For For Management
1e Elect Director J. David Grissom For For Management
1f Elect Director Bonnie G. Hill For For Management
1g Elect Director Jonathan S. Linen For For Management
1h Elect Director Thomas C. Nelson For For Management
1i Elect Director David C. Novak For For Management
1j Elect Director Thomas M. Ryan For For Management
1k Elect Director Jing-Shyh S. Su For For Management
1l Elect Director Robert D. Walter For For Management
2 Ratify 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 Adopt Comprehensive Packaging Against Abstain Shareholder
Recycling Strategy
========== 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.
Registrant: Oppenheimer Capital Appreciation Fund
By: William F. Glavin, Jr.*
William F. Glavin, Jr.,
President and Principal Executive Officer
Date: August 30, 2013
*By: /s/ Randy Legg
Randy Legg, Attorney in Fact