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: 811-10401 NAME OF REGISTRANT: Trust for Professional Managers ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 615 East Michigan Street Milwaukee, WI 53202 NAME AND ADDRESS OF AGENT FOR SERVICE: Jay Fitton 615 East Michigan Street Milwaukee, WI 53202 REGISTRANT'S TELEPHONE NUMBER: 513-629-8104 DATE OF FISCAL YEAR END: 12/31 DATE OF REPORTING PERIOD: 07/01/2020 - 06/30/2021 Marketfield Fund -------------------------------------------------------------------------------------------------------------------------- BARRICK GOLD CORPORATION Agenda Number: 935373148 -------------------------------------------------------------------------------------------------------------------------- Security: 067901108 Meeting Type: Annual and Special Meeting Date: 04-May-2021 Ticker: GOLD ISIN: CA0679011084 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR D. M. Bristow Mgmt For For G. A. Cisneros Mgmt For For C. L. Coleman Mgmt For For J. M. Evans Mgmt For For B. L. Greenspun Mgmt For For J. B. Harvey Mgmt For For A. N. Kabagambe Mgmt For For A. J. Quinn Mgmt For For M. L. Silva Mgmt For For J. L. Thornton Mgmt For For 2 Resolution approving the appointment of Mgmt For For PricewaterhouseCoopers LLP as the auditor of Barrick and authorizing the directors to fix its remuneration 3 Advisory resolution on approach to Mgmt For For executive compensation 4 Special resolution approving the capital Mgmt For For reduction in order to enable the Return of Capital -------------------------------------------------------------------------------------------------------------------------- CATERPILLAR INC. Agenda Number: 935415617 -------------------------------------------------------------------------------------------------------------------------- Security: 149123101 Meeting Type: Annual Meeting Date: 09-Jun-2021 Ticker: CAT ISIN: US1491231015 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Kelly A. Ayotte Mgmt For For 1B. Election of Director: David L. Calhoun Mgmt For For 1C. Election of Director: Daniel M. Dickinson Mgmt For For 1D. Election of Director: Gerald Johnson Mgmt For For 1E. Election of Director: David W. MacLennan Mgmt For For 1F. Election of Director: Debra L. Reed-Klages Mgmt For For 1G. Election of Director: Edward B. Rust, Jr. Mgmt For For 1H. Election of Director: Susan C. Schwab Mgmt For For 1I. Election of Director: D. James Umpleby III Mgmt For For 1J. Election of Director: Miles D. White Mgmt For For 1K. Election of Director: Rayford Wilkins, Jr. Mgmt For For 2. Ratification of our Independent Registered Mgmt For For Public Accounting Firm. 3. Advisory Vote to Approve Executive Mgmt For For Compensation. 4. Shareholder Proposal - Report on Climate Shr For Against Policy. 5. Shareholder Proposal - Report on Diversity Shr For Against and Inclusion. 6. Shareholder Proposal - Transition to a Shr For Against Public Benefit Corporation. 7. Shareholder Proposal - Shareholder Action Shr For Against by Written Consent. -------------------------------------------------------------------------------------------------------------------------- CIENA CORPORATION Agenda Number: 935335352 -------------------------------------------------------------------------------------------------------------------------- Security: 171779309 Meeting Type: Annual Meeting Date: 01-Apr-2021 Ticker: CIEN ISIN: US1717793095 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Class III Director: Hassan M. Mgmt For For Ahmed, Ph.D. 1B. Election of Class III Director: Bruce L. Mgmt For For Claflin 1C. Election of Class III Director: T. Michael Mgmt For For Nevens 1D. Election of Class III Director: Patrick T. Mgmt For For Gallagher 2. Approval of the amendment and restatement Mgmt For For of our Employee Stock Purchase Plan to (a) extend the term thereof to April 1, 2031, (b) increase the number of shares available for issuance thereunder by 8.7 million shares, (c) eliminate the evergreen mechanism thereunder, and (d) make such other changes described in the proxy materials. 3. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal 2021. 4. Advisory vote on our named executive Mgmt For For officer compensation, as described in the proxy materials. -------------------------------------------------------------------------------------------------------------------------- COMPANIA DE MINAS BUENAVENTURA S.A.A Agenda Number: 935245806 -------------------------------------------------------------------------------------------------------------------------- Security: 204448104 Meeting Type: Annual Meeting Date: 15-Jul-2020 Ticker: BVN ISIN: US2044481040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the 2019 Annual Report. Mgmt For 2. Approval of the Financial Statements for Mgmt For the year ended on December 31, 2019. 3. Compensation for the Board of Directors - Mgmt For 2019. 4. Amendment to the Bylaws. Mgmt For 5. Amendment to the Policy on Compensation for Mgmt For the Board of Directors. 6. Appointment of Independent Auditors for Mgmt For Year 2020. 7.1 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Roque Benavides 7.2 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Felipe Ortiz de Zevallos 7.3 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Nicole Bernex 7.4 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: William Champion 7.5 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Diego de La Torre 7.6 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Jose Miguel Morales 7.7 Appointment of the member of the Board of Mgmt For Directors for the 2020-2022 term: Marco Antonio Zaldivar -------------------------------------------------------------------------------------------------------------------------- COMPANIA DE MINAS BUENAVENTURA S.A.A Agenda Number: 935324169 -------------------------------------------------------------------------------------------------------------------------- Security: 204448104 Meeting Type: Annual Meeting Date: 29-Jan-2021 Ticker: BVN ISIN: US2044481040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of "Syndicated Guarantee Letter of Mgmt For For Payment" Transaction and Granting of Guarantees. -------------------------------------------------------------------------------------------------------------------------- COMPANIA DE MINAS BUENAVENTURA S.A.A Agenda Number: 935349072 -------------------------------------------------------------------------------------------------------------------------- Security: 204448104 Meeting Type: Annual Meeting Date: 30-Mar-2021 Ticker: BVN ISIN: US2044481040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the 2020 Annual Report. Mgmt For 2. Approval of the Financial Statements for Mgmt For the year ended on December 31, 2020. 3. Compensation for the Board of Directors - Mgmt For 2020. 4. Amendment to the Policy on Compensation for Mgmt For the Board of Directors. 5. Appointment of Independent Auditors for Mgmt For Year 2021. -------------------------------------------------------------------------------------------------------------------------- COMPANIA DE MINAS BUENAVENTURA S.A.A Agenda Number: 935434554 -------------------------------------------------------------------------------------------------------------------------- Security: 204448104 Meeting Type: Annual Meeting Date: 21-May-2021 Ticker: BVN ISIN: US2044481040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Issuance of negotiable obligations in an Mgmt For aggregate amount of up to US$550,000,000 (Five hundred and fifty million United States Dollars) and delegation of authority in favor of the Company's board of directors for it to adopt any agreements as may be necessary or convenient in order to determine the terms, conditions, characteristics and timing of the Company's program governing such negotiable obligations. -------------------------------------------------------------------------------------------------------------------------- CONTINENTAL AG Agenda Number: 712789342 -------------------------------------------------------------------------------------------------------------------------- Security: D16212140 Meeting Type: AGM Meeting Date: 14-Jul-2020 Ticker: ISIN: DE0005439004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED ON THE BALLOT ON PROXYEDGE 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL 2019 2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF EUR 3.00 PER SHARE 3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ELMAR DEGENHART FOR FISCAL 2019 3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER HANS JUERGEN DUENSING FOR FISCAL 2019 3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER FRANK JOURDAN FOR FISCAL 2019 3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER CHRISTIAN KOETZ FOR FISCAL 2019 3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER HELMUT MATSCHI FOR FISCAL 2019 3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ARIANE REINHART FOR FISCAL 2019 3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER WOLFGANG SCHAEFER FOR FISCAL 2019 3.8 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER NIKOLAI SETZER FOR FISCAL 2019 4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER WOLFGANG REITZLE FOR FISCAL 2019 4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER HASAN ALLAK FOR FISCAL 2019 4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER CHRISTIANE BENNER FOR FISCAL 2019 4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GUNTER DUNKEL FOR FISCAL 2019 4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER FRANCESCO GRIOLI FOR FISCAL 2019 4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER PETER GUTZMER FOR FISCAL 2019 4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MICHAEL IGLHAUT FOR FISCAL 2019 4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SATISH KHATU FOR FISCAL 2019 4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ISABEL KNAUF FOR FISCAL 2019 4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER KLAUS MANGOLD FOR FISCAL 2019 4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SABINE NEUSS FOR FISCAL 2019 4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ROLF NONNENMACHER FOR FISCAL 2019 4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER DIRK NORDMANN FOR FISCAL 2019 4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER LORENZ PFAU FOR FISCAL 2019 4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER KLAUS ROSENFELD FOR FISCAL 2019 4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GEORG SCHAEFFLER FOR FISCAL 2019 4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MARIA ELISABETH SCHAEFFLER-THUMANN FOR FISCAL 2019 4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER JOERG SCHOENFELDER FOR FISCAL 2019 4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER STEFAN SCHOLZ FOR FISCAL 2019 4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GUDRUN VALTEN FOR FISCAL 2019 4.21 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER KIRSTEN VOERKEL FOR FISCAL 2019 4.22 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ELKE VOLKMANN FOR FISCAL 2019 4.23 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ERWIN WOERLE FOR FISCAL 2019 4.24 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SIEGFRIED WOLF FOR FISCAL 2019 5 RATIFY KPMG AG AS AUDITORS FOR FISCAL 2020 Mgmt For For 6 APPROVE REMUNERATION POLICY Mgmt For For 7 APPROVE REMUNERATION OF SUPERVISORY BOARD Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CONTINENTAL AG Agenda Number: 713721543 -------------------------------------------------------------------------------------------------------------------------- Security: D16212140 Meeting Type: AGM Meeting Date: 29-Apr-2021 Ticker: ISIN: DE0005439004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDER DETAILS ARE Non-Voting REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED ON THE BALLOT ON PROXYEDGE. CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE. 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL YEAR 2020 2 APPROVE ALLOCATION OF INCOME AND OMISSION Mgmt For For OF DIVIDENDS 3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER NIKOLAI SETZER FOR FISCAL YEAR 2020 3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ELMAR DEGENHART FOR FISCAL YEAR 2020 3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER HANS-JUERGEN DUENSING FOR FISCAL YEAR 2020 3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER FRANK JOURDAN FOR FISCAL YEAR 2020 3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER CHRISTIAN KOETZ FOR FISCAL YEAR 2020 3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER HELMUT MATSCHI FOR FISCAL YEAR 2020 3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ARIANE REINHART FOR FISCAL YEAR 2020 3.8 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER WOLFGANG SCHAEFER FOR FISCAL YEAR 2020 3.9 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ANDREAS WOLF FOR FISCAL YEAR 2020 4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER WOLFGANG REITZLE FOR FISCAL YEAR 2020 4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER HASAN ALLAK FOR FISCAL YEAR 2020 4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER CHRISTIANE BENNER FOR FISCAL YEAR 2020 4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GUNTER DUNKEL FOR FISCAL YEAR 2020 4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER FRANCESCO GRIOLI FOR FISCAL YEAR 2020 4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MICHAEL IGLHAUT FOR FISCAL YEAR 2020 4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SATISH KHATU FOR FISCAL YEAR 2020 4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ISABEL KNAUF FOR FISCAL YEAR 2020 4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SABINE NEUSS FOR FISCAL YEAR 2020 4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ROLF NONNENMACHER FOR FISCAL YEAR 2020 4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER DIRK NORDMANN FOR FISCAL YEAR 2020 4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER LORENZ PFAU FOR FISCAL YEAR 2020 4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER KLAUS ROSENFELD FOR FISCAL YEAR 2020 4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GEORG SCHAEFFLER FOR FISCAL YEAR 2020 4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MARIA-ELISABETH SCHAEFFLER-THUMANN FOR FISCAL YEAR 2020 4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER JOERG SCHOENFELDER FOR FISCAL YEAR 2020 4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER STEFAN SCHOLZ FOR FISCAL YEAR 2020 4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER KIRSTEN VOERKELFOR FISCAL YEAR 2020 4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ELKE VOLKMANN FOR FISCAL YEAR 2020 4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER SIEGFRIED WOLF FOR FISCAL YEAR 2020 5 RATIFY PRICEWATERHOUSECOOPERS GMBH AS Mgmt For For AUDITORS FOR FISCAL YEAR 2021 6 AMEND ARTICLES OF ASSOCIATION Mgmt For For 7 APPROVE SPIN-OFF AND TAKEOVER AGREEMENT Mgmt For For WITH VITESCO TECHNOLOGIES GROUP AKTIENGESELLSCHAFT CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- COSTCO WHOLESALE CORPORATION Agenda Number: 935312796 -------------------------------------------------------------------------------------------------------------------------- Security: 22160K105 Meeting Type: Annual Meeting Date: 21-Jan-2021 Ticker: COST ISIN: US22160K1051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Susan L. Decker Mgmt For For Kenneth D. Denman Mgmt For For Richard A. Galanti Mgmt For For W. Craig Jelinek Mgmt For For Sally Jewell Mgmt For For Charles T. Munger Mgmt For For Jeffrey S. Raikes Mgmt For For 2. Ratification of selection of independent Mgmt For For auditors. 3. Approval, on an advisory basis, of Mgmt For For executive compensation. -------------------------------------------------------------------------------------------------------------------------- CUMMINS INC. Agenda Number: 935361662 -------------------------------------------------------------------------------------------------------------------------- Security: 231021106 Meeting Type: Annual Meeting Date: 11-May-2021 Ticker: CMI ISIN: US2310211063 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1) Election of Director: N. Thomas Linebarger Mgmt For For 2) Election of Director: Robert J. Bernhard Mgmt For For 3) Election of Director: Dr. Franklin R. Chang Mgmt For For Diaz 4) Election of Director: Bruno V. Di Leo Allen Mgmt For For 5) Election of Director: Stephen B. Dobbs Mgmt For For 6) Election of Director: Carla A. Harris Mgmt For For 7) Election of Director: Robert K. Herdman Mgmt For For 8) Election of Director: Alexis M. Herman Mgmt For For 9) Election of Director: Thomas J. Lynch Mgmt For For 10) Election of Director: William I. Miller Mgmt For For 11) Election of Director: Georgia R. Nelson Mgmt For For 12) Election of Director: Kimberly A. Nelson Mgmt For For 13) Election of Director: Karen H. Quintos Mgmt For For 14) Advisory vote to approve the compensation Mgmt For For of our named executive officers as disclosed in the proxy statement. 15) Proposal to ratify the appointment of Mgmt For For PricewaterhouseCoopers LLP as our auditors for 2021. 16) The shareholder proposal regarding Shr For Against professional services allowance for our named executive officers. -------------------------------------------------------------------------------------------------------------------------- D.R. HORTON, INC. Agenda Number: 935320870 -------------------------------------------------------------------------------------------------------------------------- Security: 23331A109 Meeting Type: Annual Meeting Date: 20-Jan-2021 Ticker: DHI ISIN: US23331A1097 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of director: Donald R. Horton Mgmt For For 1B. Election of director: Barbara K. Allen Mgmt For For 1C. Election of director: Brad S. Anderson Mgmt For For 1D. Election of director: Michael R. Buchanan Mgmt For For 1E. Election of director: Michael W. Hewatt Mgmt For For 1F. Election of director: Maribess L. Miller Mgmt For For 2. Approval of the advisory resolution on Mgmt For For executive compensation. 3. Ratify the appointment of Ernst & Young LLP Mgmt For For as our independent registered public accounting firm. -------------------------------------------------------------------------------------------------------------------------- DALATA HOTEL GROUP PLC Agenda Number: 713495908 -------------------------------------------------------------------------------------------------------------------------- Security: G2630L100 Meeting Type: EGM Meeting Date: 29-Jan-2021 Ticker: ISIN: IE00BJMZDW83 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDER DETAILS ARE Non-Voting REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU 1 APPROVAL FOR COMPANY TO GIVE CONSENT TO Mgmt For For MIGRATION OF THE MIGRATING SHARES TO EUROCLEAR BANK'S CENTRAL SECURITIES DEPOSITORY 2 APPROVAL TO THE PROPOSED CHANGES ASSOCIATED Mgmt For For WITH MIGRATION IN THE COMPANY'S ARTICLES OF ASSOCIATION 3 APPROVAL FOR THE COMPANY TO TAKE ALL OTHER Mgmt For For ACTIONS TO IMPLEMENT MIGRATION INCLUDING THE APPOINTMENT OF ATTORNEYS OR AGENTS -------------------------------------------------------------------------------------------------------------------------- DALATA HOTEL GROUP PLC Agenda Number: 713755936 -------------------------------------------------------------------------------------------------------------------------- Security: G2630L100 Meeting Type: AGM Meeting Date: 29-Apr-2021 Ticker: ISIN: IE00BJMZDW83 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDER DETAILS ARE Non-Voting REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU 1 TO RECEIVE AND CONSIDER THE ANNUAL REPORT Mgmt For For AND FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED 31 DECEMBER 2020 TOGETHER WITH THE DIRECTORS AND AUDITORS REPORTS AND A REVIEW OF THE AFFAIRS OF THE COMPANY 2 TO RECEIVE AND CONSIDER THE DIRECTORS' Mgmt For For REPORT ON REMUNERATION FOR THE YEAR ENDED 31 DECEMBER 2020 3.A TO RE-APPOINT THE FOLLOWING DIRECTOR: JOHN Mgmt For For HENNESSY 3.B TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For PATRICK MCCANN 3.C TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For STEPHEN MCNALLY 3.D TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For DERMOT CROWLEY 3.E TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For ROBERT DIX 3.F TO RE-APPOINT THE FOLLOWING DIRECTOR: ALF Mgmt For For SMIDDY 3.G TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For MARGARET SWEENEY 3.H TO RE-APPOINT THE FOLLOWING DIRECTOR: Mgmt For For ELIZABETH MCMEIKAN 3.I TO RE-APPOINT THE FOLLOWING DIRECTOR: SHANE Mgmt For For CASSERLY 4 TO AUTHORISE THE DIRECTORS TO DETERMINE THE Mgmt For For REMUNERATION OF THE AUDITORS 5 AUTHORITY TO ALLOT RELEVANT SECURITIES UP Mgmt For For TO CUSTOMARY LIMITS 6 DISAPPLICATION OF STATUTORY PRE-EMPTION Mgmt For For RIGHTS IN SPECIFIED CIRCUMSTANCES 7 DISAPPLICATION OF STATUTORY PRE-EMPTION Mgmt For For RIGHTS IN ADDITIONAL CIRCUMSTANCES FOR FINANCING AN ACQUISITION OR CAPITAL INVESTMENT BY THE COMPANY 8 AUTHORISATION OF MARKET PURCHASES OF THE Mgmt For For COMPANY'S SHARES 9 AUTHORISATION FOR THE RE-ALLOTMENT OF Mgmt For For TREASURY SHARES 10 TO AUTHORISE THE DIRECTORS TO HOLD CERTAIN Mgmt For For GENERAL MEETINGS ON 14 DAYS NOTICE CMMT 2 APR 2021: INTERMEDIARY CLIENTS ONLY - Non-Voting PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE CMMT 2 APR 2021: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO ADDITIONAL OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- DEERE & COMPANY Agenda Number: 935323143 -------------------------------------------------------------------------------------------------------------------------- Security: 244199105 Meeting Type: Annual Meeting Date: 24-Feb-2021 Ticker: DE ISIN: US2441991054 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Tamra A. Erwin Mgmt For For 1B. Election of Director: Alan C. Heuberger Mgmt For For 1C. Election of Director: Charles O. Holliday, Mgmt For For Jr. 1D. Election of Director: Dipak C. Jain Mgmt For For 1E. Election of Director: Michael O. Johanns Mgmt For For 1F. Election of Director: Clayton M. Jones Mgmt For For 1G. Election of Director: John C. May Mgmt For For 1H. Election of Director: Gregory R. Page Mgmt For For 1I. Election of Director: Sherry M. Smith Mgmt For For 1J. Election of Director: Dmitri L. Stockton Mgmt For For 1K. Election of Director: Sheila G. Talton Mgmt For For 2. Advisory vote on executive compensation. Mgmt For For 3. Ratification of the appointment of Deloitte Mgmt For For & Touche LLP as Deere's independent registered public accounting firm for fiscal 2021. -------------------------------------------------------------------------------------------------------------------------- DEVON ENERGY CORPORATION Agenda Number: 935311302 -------------------------------------------------------------------------------------------------------------------------- Security: 25179M103 Meeting Type: Special Meeting Date: 30-Dec-2020 Ticker: DVN ISIN: US25179M1036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approve the issuance of shares of Devon Mgmt For For Energy Corporation common stock to WPX Energy Inc. stockholders in connection with the merger, as contemplated by the Merger Agreement (the "Stock Issuance Proposal"). 2. Approve the adjournment of the Devon Energy Mgmt For For Corporation special meeting, if necessary or appropriate, for the purpose of soliciting additional votes for the approval of the Stock Issuance Proposal. -------------------------------------------------------------------------------------------------------------------------- DEVON ENERGY CORPORATION Agenda Number: 935408446 -------------------------------------------------------------------------------------------------------------------------- Security: 25179M103 Meeting Type: Annual Meeting Date: 09-Jun-2021 Ticker: DVN ISIN: US25179M1036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Barbara M. Baumann Mgmt For For John E. Bethancourt Mgmt For For Ann G. Fox Mgmt For For David A. Hager Mgmt For For Kelt Kindick Mgmt For For John Krenicki Jr. Mgmt For For Karl F. Kurz Mgmt For For Robert A. Mosbacher Jr. Mgmt For For Richard E. Muncrief Mgmt For For Duane C. Radtke Mgmt For For Valerie M. Williams Mgmt For For 2. Ratify the appointment of the Company's Mgmt For For Independent Auditors for 2021. 3. Advisory Vote to Approve Executive Mgmt For For Compensation. -------------------------------------------------------------------------------------------------------------------------- EATON CORPORATION PLC Agenda Number: 935349692 -------------------------------------------------------------------------------------------------------------------------- Security: G29183103 Meeting Type: Annual Meeting Date: 28-Apr-2021 Ticker: ETN ISIN: IE00B8KQN827 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Craig Arnold Mgmt For For 1B. Election of Director: Christopher M. Connor Mgmt For For 1C. Election of Director: Olivier Leonetti Mgmt For For 1D. Election of Director: Deborah L. McCoy Mgmt For For 1E. Election of Director: Silvio Napoli Mgmt For For 1F. Election of Director: Gregory R. Page Mgmt For For 1G. Election of Director: Sandra Pianalto Mgmt For For 1H. Election of Director: Lori J. Ryerkerk Mgmt For For 1I. Election of Director: Gerald B. Smith Mgmt For For 1J. Election of Director: Dorothy C. Thompson Mgmt For For 2. Approving the appointment of Ernst & Young Mgmt For For as independent auditor for 2021 and authorizing the Audit Committee of the Board of Directors to set its remuneration. 3. Advisory approval of the Company's Mgmt For For executive compensation. 4. Approving a proposal to grant the Board Mgmt For For authority to issue shares. 5. Approving a proposal to grant the Board Mgmt For For authority to opt out of pre-emption rights. 6. Authorizing the Company and any subsidiary Mgmt For For of the Company to make overseas market purchases of Company shares. -------------------------------------------------------------------------------------------------------------------------- GOLAR LNG LIMITED Agenda Number: 935258788 -------------------------------------------------------------------------------------------------------------------------- Security: G9456A100 Meeting Type: Annual Meeting Date: 24-Sep-2020 Ticker: GLNG ISIN: BMG9456A1009 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To re-elect Tor Olav Troim as a Director of Mgmt For For the Company. 2. To re-elect Daniel Rabun as a Director of Mgmt For For the Company. 3. To re-elect Thorleif Egeli as a Director of Mgmt For For the Company. 4. To re-elect Carl Steen as a Director of the Mgmt For For Company. 5. To re-elect Niels G. Stolt-Nielsen as a Mgmt For For Director of the Company. 6. To re-elect Lori Wheeler Naess as a Mgmt For For Director of the Company. 7. To re-elect Georgina Sousa as a Director of Mgmt For For the Company. 8. PROPOSAL to amend and re-state the Mgmt For For Company's Bye-Law 58 relating to the quorum necessary for the transaction of Company business at a General Meeting. 9. PROPOSAL to re-appoint Ernst & Young LLP of Mgmt For For London, England as auditors and to authorise the Directors to determine their remuneration. 10. PROPOSAL to approve remuneration of the Mgmt For For Company's Board of Directors of a total amount of fees not to exceed US$1,750,000 for the year ended December 31, 2020. -------------------------------------------------------------------------------------------------------------------------- HONEYWELL INTERNATIONAL INC. Agenda Number: 935374861 -------------------------------------------------------------------------------------------------------------------------- Security: 438516106 Meeting Type: Annual Meeting Date: 21-May-2021 Ticker: HON ISIN: US4385161066 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Darius Adamczyk Mgmt For For 1B. Election of Director: Duncan B. Angove Mgmt For For 1C. Election of Director: William S. Ayer Mgmt For For 1D. Election of Director: Kevin Burke Mgmt For For 1E. Election of Director: D. Scott Davis Mgmt For For 1F. Election of Director: Deborah Flint Mgmt For For 1G. Election of Director: Judd Gregg Mgmt For For 1H. Election of Director: Grace D. Lieblein Mgmt For For 1I. Election of Director: Raymond T. Odierno Mgmt For For 1J. Election of Director: George Paz Mgmt For For 1K. Election of Director: Robin L. Washington Mgmt For For 2. Advisory Vote to Approve Executive Mgmt For For Compensation. 3. Approval of Independent Accountants. Mgmt For For 4. Shareholder Right To Act By Written Shr For Against Consent. -------------------------------------------------------------------------------------------------------------------------- INTEL CORPORATION Agenda Number: 935369012 -------------------------------------------------------------------------------------------------------------------------- Security: 458140100 Meeting Type: Annual Meeting Date: 13-May-2021 Ticker: INTC ISIN: US4581401001 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Patrick P. Gelsinger Mgmt For For 1B. Election of Director: James J. Goetz Mgmt For For 1C. Election of Director: Alyssa Henry Mgmt For For 1D. Election of Director: Omar Ishrak Mgmt For For 1E. Election of Director: Risa Lavizzo-Mourey Mgmt For For 1F. Election of Director: Tsu-Jae King Liu Mgmt For For 1G. Election of Director: Gregory D. Smith Mgmt For For 1H. Election of Director: Dion J. Weisler Mgmt For For 1I. Election of Director: Frank D. Yeary Mgmt For For 2. Ratification of selection of Ernst & Young Mgmt For For LLP as our independent registered public accounting firm for 2021. 3. Advisory vote to approve executive Mgmt For For compensation of our listed officers. 4. Stockholder proposal on whether to allow Shr For Against stockholders to act by written consent, if properly presented at the meeting. 5. Stockholder proposal requesting a report on Shr For Against median pay gaps across race and gender, if properly presented at the meeting. 6. Stockholder proposal requesting a report on Shr For Against whether written policies or unwritten norms at the company reinforce racism in company culture, if properly presented at the meeting. -------------------------------------------------------------------------------------------------------------------------- INTUITIVE SURGICAL, INC. Agenda Number: 935347460 -------------------------------------------------------------------------------------------------------------------------- Security: 46120E602 Meeting Type: Annual Meeting Date: 22-Apr-2021 Ticker: ISRG ISIN: US46120E6023 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Craig H. Barratt, Mgmt For For Ph.D. 1B. Election of Director: Joseph C. Beery Mgmt For For 1C. Election of Director: Gary S. Guthart, Mgmt For For Ph.D. 1D. Election of Director: Amal M. Johnson Mgmt For For 1E. Election of Director: Don R. Kania, Ph.D. Mgmt For For 1F. Election of Director: Amy L. Ladd, M.D. Mgmt For For 1G. Election of Director: Keith R. Leonard, Jr. Mgmt For For 1H. Election of Director: Alan J. Levy, Ph.D. Mgmt For For 1I. Election of Director: Jami Dover Nachtsheim Mgmt For For 1J. Election of Director: Monica P. Reed, M.D. Mgmt For For 1K. Election of Director: Mark J. Rubash Mgmt For For 2. To approve, by advisory vote, the Mgmt For For compensation of the Company's Named Executive Officers. 3. The ratification of appointment of Mgmt For For PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021. 4. To approve the Company's Amended and Mgmt For For Restated 2010 Incentive Award Plan. -------------------------------------------------------------------------------------------------------------------------- KEYENCE CORPORATION Agenda Number: 714203142 -------------------------------------------------------------------------------------------------------------------------- Security: J32491102 Meeting Type: AGM Meeting Date: 11-Jun-2021 Ticker: ISIN: JP3236200006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Takizaki, Takemitsu Mgmt For For 2.2 Appoint a Director Nakata, Yu Mgmt For For 2.3 Appoint a Director Yamaguchi, Akiji Mgmt For For 2.4 Appoint a Director Miki, Masayuki Mgmt For For 2.5 Appoint a Director Yamamoto, Hiroaki Mgmt For For 2.6 Appoint a Director Yamamoto, Akinori Mgmt For For 2.7 Appoint a Director Taniguchi, Seiichi Mgmt For For 2.8 Appoint a Director Suenaga, Kumiko Mgmt For For 3 Appoint a Substitute Corporate Auditor Mgmt For For Yamamoto, Masaharu -------------------------------------------------------------------------------------------------------------------------- LENNAR CORPORATION Agenda Number: 935339300 -------------------------------------------------------------------------------------------------------------------------- Security: 526057104 Meeting Type: Annual Meeting Date: 07-Apr-2021 Ticker: LEN ISIN: US5260571048 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Amy Banse 1B. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Rick Beckwitt 1C. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Steven L. Gerard 1D. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Tig Gilliam 1E. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Sherrill W. Hudson 1F. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Jonathan M. Jaffe 1G. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Sidney Lapidus 1H. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Teri P. McClure 1I. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Stuart Miller 1J. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Armando Olivera 1K. Election of Director to serve until the Mgmt For For 2022 Annual Meeting: Jeffrey Sonnenfeld 2. Approval, on an advisory basis, of the Mgmt For For compensation of our named executive officers. 3. Ratification of the appointment of Deloitte Mgmt For For & Touche LLP as our independent registered public accounting firm for our fiscal year ending November 30, 2021. 4. Approval of a stockholder proposal Shr For Against regarding our common stock voting structure. -------------------------------------------------------------------------------------------------------------------------- MICROSOFT CORPORATION Agenda Number: 935284478 -------------------------------------------------------------------------------------------------------------------------- Security: 594918104 Meeting Type: Annual Meeting Date: 02-Dec-2020 Ticker: MSFT ISIN: US5949181045 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Reid G. Hoffman Mgmt For For 1B. Election of Director: Hugh F. Johnston Mgmt For For 1C. Election of Director: Teri L. List-Stoll Mgmt For For 1D. Election of Director: Satya Nadella Mgmt For For 1E. Election of Director: Sandra E. Peterson Mgmt For For 1F. Election of Director: Penny S. Pritzker Mgmt For For 1G. Election of Director: Charles W. Scharf Mgmt For For 1H. Election of Director: Arne M. Sorenson Mgmt For For 1I. Election of Director: John W. Stanton Mgmt For For 1J. Election of Director: John W. Thompson Mgmt For For 1K. Election of Director: Emma N. Walmsley Mgmt For For 1L. Election of Director: Padmasree Warrior Mgmt For For 2. Advisory vote to approve named executive Mgmt For For officer compensation. 3. Ratification of Deloitte & Touche LLP as Mgmt For For our independent auditor for fiscal year 2021. 4. Shareholder Proposal - Report on Employee Shr For Against Representation on Board of Directors. -------------------------------------------------------------------------------------------------------------------------- MINING AND METALLURGICAL COMPANY NORILSK NICKEL PJ Agenda Number: 713402030 -------------------------------------------------------------------------------------------------------------------------- Security: 55315J102 Meeting Type: EGM Meeting Date: 10-Dec-2020 Ticker: ISIN: US55315J1025 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IN ACCORDANCE WITH NEW RUSSIAN FEDERATION Non-Voting LEGISLATION REGARDING FOREIGN OWNERSHIP DISCLOSURE REQUIREMENTS FOR ADR SECURITIES, ALL SHAREHOLDERS WHO WISH TO PARTICIPATE IN THIS EVENT MUST DISCLOSE THEIR BENEFICIAL OWNER COMPANY REGISTRATION NUMBER AND DATE OF COMPANY REGISTRATION. BROADRIDGE WILL INTEGRATE THE RELEVANT DISCLOSURE INFORMATION WITH THE VOTE INSTRUCTION WHEN IT IS ISSUED TO THE LOCAL MARKET AS LONG AS THE DISCLOSURE INFORMATION HAS BEEN PROVIDED BY YOUR GLOBAL CUSTODIAN. IF THIS INFORMATION HAS NOT BEEN PROVIDED BY YOUR GLOBAL CUSTODIAN, THEN YOUR VOTE MAY BE REJECTED 1 PAYMENT (DECLARATION) OF DIVIDENDS ON THE Mgmt For For SHARES OF PJSC MMC NORILSK NICKEL FOR NINE MONTHS OF 2020. 1. PAY OUT DIVIDENDS ON ORDINARY NOMINAL SHARES OF PJSC MMC NORILSK NICKEL FOR THE NINE MONTHS OF 2020 IN CASH AT RUB 623,35 PER ORDINARY SHARE. 2. TO SET DECEMBER 24TH, 2020 AS THE DATE FOR DETERMINING WHICH PERSONS ARE ENTITLED TO RECEIVE THE DIVIDENDS -------------------------------------------------------------------------------------------------------------------------- MINING AND METALLURGICAL COMPANY NORILSK NICKEL PJ Agenda Number: 713989032 -------------------------------------------------------------------------------------------------------------------------- Security: 55315J102 Meeting Type: AGM Meeting Date: 19-May-2021 Ticker: ISIN: US55315J1025 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IN ACCORDANCE WITH NEW RUSSIAN FEDERATION Non-Voting LEGISLATION REGARDING FOREIGN OWNERSHIP DISCLOSURE REQUIREMENTS FOR ADR SECURITIES, ALL SHAREHOLDERS WHO WISH TO PARTICIPATE IN THIS EVENT MUST DISCLOSE THEIR BENEFICIAL OWNER COMPANY REGISTRATION NUMBER AND DATE OF COMPANY REGISTRATION. BROADRIDGE WILL INTEGRATE THE RELEVANT DISCLOSURE INFORMATION WITH THE VOTE INSTRUCTION WHEN IT IS ISSUED TO THE LOCAL MARKET AS LONG AS THE DISCLOSURE INFORMATION HAS BEEN PROVIDED BY YOUR GLOBAL CUSTODIAN. IF THIS INFORMATION HAS NOT BEEN PROVIDED BY YOUR GLOBAL CUSTODIAN, THEN YOUR VOTE MAY BE REJECTED 1 TO RATIFY THE 2020 REPORT FROM PJSC MMC Mgmt For For NORILSK NICKEL 2 TO RATIFY THE 2020 ANNUAL ACCOUNTING Mgmt For For (FINANCIAL) STATEMENTS OF PJSC MMC NORILSK NICKEL 3 TO APPROVE 2020 PJSC MMC NORILSK NICKEL Mgmt For For CONSOLIDATE FINANCIAL STATEMENTS 4 DISTRIBUTION OF PROFIT OF PJSC MMC NORILSK Mgmt For For NICKEL FOR 2020, INCLUDING PAYMENT (DECLARATION) OF DIVIDENDS, BASED ON THE RESULTS OF 2020: 1. APPROVE THE DISTRIBUTION OF PROFIT OF PJSC MMC NORILSK NICKEL IN 2020 IN ACCORDANCE WITH THE RECOMMENDATION OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL, INCLUDED IN THE REPORT OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL WITH THE MOTIVATED POSITION OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL ON THE ITEMS OF THE AGENDA OF ANNUAL GENERAL MEETING OF SHAREHOLDERS OF PJSC MMC NORILSK NICKEL. 2. PAY MONETARY DIVIDENDS ON ORDINARY SHARES OF PJSC MMC NORILSK NICKEL FOR 2020 IN CASH IN THE AMOUNT OF RUB 1 021,22 PER ORDINARY SHARE. 3. SET JUNE 1, 2021 AS THE RECORD DATE FOR DETERMINING PERSONS ELIGIBLE TO RECEIVE THE DIVIDENDS CMMT PLEASE NOTE CUMULATIVE VOTING APPLIES TO Non-Voting THIS RESOLUTION REGARDING THE ELECTION OF DIRECTORS. OUT OF THE 13 DIRECTORS PRESENTED FOR ELECTION, A MAXIMUM OF 13 DIRECTORS ARE TO BE ELECTED. THE LOCAL AGENT IN THE MARKET WILL APPLY CUMULATIVE VOTING EVENLY AMONG ONLY DIRECTORS FOR WHOM YOU VOTE "FOR". CUMULATIVE VOTES CANNOT BE APPLIED UNEVENLY AMONG DIRECTORS VIA PROXYEDGE. HOWEVER IF YOU WISH TO DO SO, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE. STANDING INSTRUCTIONS HAVE BEEN REMOVED FOR THIS MEETING. IF YOU HAVE FURTHER QUESTIONS PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE 5.1 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: SERGEY VALENTINOVICH BARBASHEV 5.2 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: SERGEY LEONIDOVICH BATEKHIN 5.3 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: ALEXEY VLADIMIROVICH BASHKIROV 5.4 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: SERGEY BORISOVICH BRATUKHIN 5.5 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: SERGEY NIKOLAEVICH VOLK 5.6 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: MARIANNA ALEXANDROVNA ZAKHAROVA 5.7 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: LUCHITSKY STANISLAV LVOVICH 5.8 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: ROGER LLEWELYN MUNNINGS 5.9 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: GARETH PETER PENNY 5.10 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: MAXIM VLADIMIROVICH POLETAEV 5.11 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: VYACHESLAV ALEXEEVICH SOLOMIN 5.12 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: EVGENY ARKADIEVICH SCHWARTZ 5.13 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS OF PJSC MMC NORILSK NICKEL: ROBERT WILLEM JOHN EDWARDS 6.1 ELECTING MEMBER TO THE INTERNAL AUDIT Mgmt For For COMMISSION AT PJSC MMC NORILSK NICKEL: ALEXEY SERGEEVICH DZYBALOV 6.2 ELECTING MEMBER TO THE INTERNAL AUDIT Mgmt For For COMMISSION AT PJSC MMC NORILSK NICKEL: ANNA VIKTOROVNA MASALOVA 6.3 ELECTING MEMBER TO THE INTERNAL AUDIT Mgmt For For COMMISSION AT PJSC MMC NORILSK NICKEL: GEORGIY EDUARDOVICH SVANIDZE 6.4 ELECTING MEMBER TO THE INTERNAL AUDIT Mgmt For For COMMISSION AT PJSC MMC NORILSK NICKEL: VLADIMIR NIKOLAEVICH SHILKOV 6.5 ELECTING MEMBER TO THE INTERNAL AUDIT Mgmt For For COMMISSION AT PJSC MMC NORILSK NICKEL: ELENA ALEXANDROVNA YANEVICH 7 TO APPROVE JSC KPMG AS THE AUDITOR OF Mgmt For For RUSSIAN ACCOUNTING STANDARDS FINANCIAL STATEMENTS FOR PJSC MMC NORILSK NICKEL FOR 2021 8 TO APPROVE JSC KPMG AS THE AUDITOR OF Mgmt For For CONSOLIDATED FINANCIAL STATEMENTS FOR PJSC MMC NORILSK NICKEL FOR 2021 AND INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE FIRST HALF OF 2021 9 REMUNERATION FOR AND REIMBURSEMENT OF Mgmt For For EXPENSES INCURRED BY MEMBERS OF THE BOARD OF DIRECTORS AT PJSC MMC NORILSK NICKEL: 1. TO ESTABLISH THAT THE MEMBERS OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL SHALL RECEIVE REMUNERATION AND REIMBURSEMENT OF EXPENSES RELATED TO PERFORMANCE OF THEIR DUTIES IN ACCORDANCE WITH THE POLICY ON REMUNERATION OF MEMBERS OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL APPROVED BY THE AGM RESOLUTION ON MAY 13, 2020. 2. THE CHAIRMAN OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL ELECTED AS THE CHAIRMAN OF THE BOARD OF DIRECTORS AT THE FIRST MEETING OF THE BOARD OF DIRECTORS HELD AFTER THIS MEETING SHALL RECEIVE REMUNERATION, REIMBURSEMENT OF EXPENSES RELATED TO PERFORMANCE OF HIS/HER DUTIES AND CASUALTY INSURANCE IN THE FOLLOWING AMOUNTS AND PROCEDURE: 2.1. REMUNERATION IN THE AMOUNT OF USD 1,000,000 (ONE MILLION) PER YEAR SHALL BE PAID OUT ON A QUARTERLY BASIS IN EQUAL INSTALLMENTS IN RUBLES AT THE EXCHANGE RATE SET BY THE CENTRAL BANK OF THE RUSSIAN FEDERATION ON THE LAST BUSINESS DAY OF THE REPORTING QUARTER. THE REMUNERATION AMOUNT IS INDICATED AFTER DEDUCTING TAXES UNDER THE APPLICABLE RUSSIAN LAWS. THE ABOVE REMUNERATION SHALL BE ESTABLISHED FOR THE PERIOD FROM THE DATE WHEN A DIRECTOR IS ELECTED AS THE CHAIRMAN OF THE BOARD OF DIRECTORS TO THE END OF HIS/HER TERM AS THE CHAIRMAN OF THE BOARD OF DIRECTORS; 2.2. IN CASE A PERSON ELECTED AS THE CHAIRMAN OF THE BOARD OF DIRECTORS AT THE FIRST MEETING OF THE BOARD OF DIRECTORS HELD AFTER THIS MEETING IS NOT ELECTED AS A MEMBER OF THE BOARD OF DIRECTORS AT THE ANNUAL GENERAL MEETING OF THE SHAREHOLDERS 2021 AND AS THE CHAIRMAN OF THE NEWLY ELECTED BOARD OF DIRECTORS, OR IN CASE HIS/HER POWERS AS THE CHAIRMAN OF THE BOARD OF DIRECTORS ARE TERMINATED EARLIER THAN THE ANNUAL GENERAL MEETING OF THE SHAREHOLDERS 2021, S/HE SHALL RECEIVE ADDITIONAL REMUNERATION IN THE AMOUNT OF USD 1,000,000.00 LESS THE REMUNERATION PAID TO HIM/HER FOR HIS/HER DUTIES AS THE CHAIRMAN OF THE BOARD OF DIRECTORS FROM THE DATE S/HE HAS BEEN ELECTED AS SUCH AT THE FIRST MEETING OF THE BOARD OF DIRECTORS HELD AFTER THIS MEETING. THE ABOVE-MENTIONED ADDITIONAL REMUNERATION SHALL BE PAID OUT ON A QUARTERLY BASIS IN EQUAL INSTALLMENTS TILL JUNE 10, 2022 IN RUBLES AT THE EXCHANGE RATE SET BY THE CENTRAL BANK OF THE RUSSIAN FEDERATION ON THE LAST BUSINESS DAY OF THE REPORTING QUARTER. THE ADDITIONAL REMUNERATION AMOUNT IS INDICATED AFTER DEDUCTING TAXES UNDER THE APPLICABLE RUSSIAN LAWS. IF S/HE IS AGAIN ELECTED AS THE CHAIRMAN OF THE BOARD OF DIRECTORS BEFORE THE ANNUAL GENERAL MEETING OF THE SHAREHOLDERS 2021, NO REMUNERATION FOR PERFORMANCE OF HIS/HER DUTIES AS THE CHAIRMAN OF THE BOARD OF DIRECTORS PROVIDED FOR IN SUBPAR. 2.1 OF THIS PARAGRAPH SHALL BE PAID TO HIM/HER; 2.3. THE CHAIRMAN OF THE BOARD OF DIRECTORS SHALL BE COMPENSATED THE EXPENSES CONFIRMED BY DOCUMENTS RELATED TO PERFORMANCE OF HIS/HER DUTIES IN ACCORDANCE WITH THE POLICY ON REMUNERATION OF MEMBERS OF THE BOARD OF DIRECTORS OF PJSC MMC NORILSK NICKEL APPROVED BY THE AGM RESOLUTION ON MAY 13, 2020; 2.4. PJSC MMC NORILSK NICKEL SHALL AT ITS OWN EXPENSE PROVIDE LIFE INSURANCE FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS AGAINST THE FOLLOWING RISK IN THE PERFORMANCE OF OFFICIAL DUTIES: - "ACCIDENTAL DEATH" AND "SERIOUS BODILY INJURY IN AN ACCIDENT" (OR DISABILITY RESULTING FROM AN ACCIDENT) PER RISK AND IN AGGREGATE THROUGH THE TERM OF INSURANCE WITH A COVERAGE IN THE AMOUNT OF AT LEAST USD 3,000,000 (THREE MILLION); - "INJURY IN AN ACCIDENT (OR TEMPORARY DISABILITY RESULTING FROM AN ACCIDENT) WITH THE COVERAGE IN AMOUNT OF AT LEAST USD 100,000 (ONE HUNDRED THOUSAND)." 10 TO SET THE REMUNERATION FOR ANY AUDIT Mgmt For For COMMISSION MEMBER AT PJSC MMC NORILSK NICKEL WHO IS NOT EMPLOYED BY THE COMPANY AT THE AMOUNT OF RUB 1,800,000 (ONE MILLION EIGHT HUNDRED THOUSAND) PER ANNUM BEFORE TAXES, PAYABLE IN EQUAL AMOUNTS TWICE PER YEAR. THE AMOUNT ABOVE IS BEFORE TAXES, IN ACCORDANCE WITH APPLICABLE RUSSIAN FEDERATION LEGISLATION 11 TO AUTHORIZE ASSOCIATED TRANSACTIONS THAT Mgmt For For REPRESENT RELATED PARTY TRANSACTIONS FOR ALL MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGEMENT BOARD OF PJSC MMC NORILSK NICKEL, THE SUBJECT MATTER OF WHICH IMPLIES THE OBLIGATION OF PJSC MMC NORILSK NICKEL TO INDEMNIFY THE MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGEMENT BOARD OF PJSC MMC NORILSK NICKEL FOR ANY AND ALL LOSSES WHICH THE ABOVE-MENTIONED PERSONS MAY INCUR AS A RESULT OF THEIR ELECTION TO THE ABOVE-MENTIONED POSITIONS TO THE AMOUNT OF NO MORE THAN USD 115,000,000 (ONE HUNDRED FIFTEEN MILLION) PER TRANSACTION 12 TO APPROVE AN INTERESTED PARTY TRANSACTION Mgmt For For FOR ALL MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGEMENT BOARD AT PJSC MMC NORILSK NICKEL AND THAT CONCERNS INDEMNIFICATION INSURANCE FOR MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGEMENT BOARD AT PJSC MMC NORILSK NICKEL, AND FOR OFFICIALS AT THE COMPANY ITSELF AND ITS SUBSIDIARIES WHO ARE THE BENEFICIARIES UNDER THE TRANSACTION, AND THAT IS PROVIDED BY A RUSSIAN INSURANCE COMPANY; THE EFFECTIVE PERIOD OF THE INDEMNIFICATION INSURANCE IS ONE YEAR, AND THE TOTAL LIABILITY LIMIT (INSURANCE AMOUNT), WITH ALL THE COVERAGE AND EXTENSIONS, WITH THE EXCEPTION OF THOSE CASES SPELLED OUT DIRECTLY IN THE INSURANCE AGREEMENT, IS NOT LESS THAN USD 150,000,000 (ONE HUNDRED FIFTY MILLION), AND HAS AN INSURANCE PREMIUM PAYMENT FOR THE COMPANY NOT TO EXCEED USD 5,000,000 (FIVE MILLION). IF, BASED ON MARKET CONDITIONS, THE INSURANCE AVAILABLE TO THE COMPANY AT THE TIME THE TRANSACTION IS ENTERED INTO CANNOT HAVE AN ESTABLISHED SUM IN THE INSURANCE AGREEMENT OF USD 150,000,000 (ONE HUNDRED FIFTY MILLION), THEN AN INSURANCE AGREEMENT WILL BE SIGNED THAT HAS THE GREATEST POSSIBLE SCOPE OF INSURANCE THAT IS AVAILABLE TO THE COMPANY AT REASONABLE COMMERCIAL TERMS -------------------------------------------------------------------------------------------------------------------------- NEWMONT CORPORATION Agenda Number: 935348183 -------------------------------------------------------------------------------------------------------------------------- Security: 651639106 Meeting Type: Annual Meeting Date: 28-Apr-2021 Ticker: NEM ISIN: US6516391066 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Patrick Awuah. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1B. Election of Director: Gregory Boyce. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1C. Election of Director: Bruce Brook. (Please Mgmt For For note that an Against vote is treated as a Withhold) 1D. Election of Director: Maura Clark. (Please Mgmt For For note that an Against vote is treated as a Withhold) 1E. Election of Director: Matthew Coon Come. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1F. Election of Director: Jose Manuel Madero. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1G. Election of Director: Rene Medori. (Please Mgmt For For note that an Against vote is treated as a Withhold) 1H. Election of Director: Jane Nelson. (Please Mgmt For For note that an Against vote is treated as a Withhold) 1I. Election of Director: Thomas Palmer. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1J. Election of Director: Julio Quintana. Mgmt For For (Please note that an Against vote is treated as a Withhold) 1K. Election of Director: Susan Story. (Please Mgmt For For note that an Against vote is treated as a Withhold) 2. Approve, on an Advisory Basis, Named Mgmt For For Executive Officer Compensation. 3. Ratify Appointment of Independent Mgmt For For Registered Public Accounting Firm for 2021. -------------------------------------------------------------------------------------------------------------------------- NORFOLK SOUTHERN CORPORATION Agenda Number: 935363046 -------------------------------------------------------------------------------------------------------------------------- Security: 655844108 Meeting Type: Annual Meeting Date: 13-May-2021 Ticker: NSC ISIN: US6558441084 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Thomas D. Bell, Jr. Mgmt For For 1b. Election of Director: Mitchell E. Daniels, Mgmt For For Jr. 1c. Election of Director: Marcela E. Donadio Mgmt For For 1d. Election of Director: John C. Huffard, Jr. Mgmt For For 1e. Election of Director: Christopher T. Jones Mgmt For For 1f. Election of Director: Thomas C. Kelleher Mgmt For For 1g. Election of Director: Steven F. Leer Mgmt For For 1h. Election of Director: Michael D. Lockhart Mgmt For For 1i. Election of Director: Amy E. Miles Mgmt For For 1j. Election of Director: Claude Mongeau Mgmt For For 1k. Election of Director: Jennifer F. Scanlon Mgmt For For 1l. Election of Director: James A. Squires Mgmt For For 1m. Election of Director: John R. Thompson Mgmt For For 2. Ratification of the appointment of KPMG Mgmt For For LLP, independent registered public accounting firm, as Norfolk Southern's independent auditors for the year ending December 31, 2021. 3. Approval of the advisory resolution on Mgmt For For executive compensation, as disclosed in the proxy statement for the 2021 Annual Meeting of Shareholders. 4. Proposal regarding revisions to ownership Shr For Against requirements for proxy access. 5. Proposal regarding a report on lobbying Shr For Against activity alignment with Paris Climate Agreement. -------------------------------------------------------------------------------------------------------------------------- PULTEGROUP, INC. Agenda Number: 935365646 -------------------------------------------------------------------------------------------------------------------------- Security: 745867101 Meeting Type: Annual Meeting Date: 12-May-2021 Ticker: PHM ISIN: US7458671010 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Brian P. Anderson Mgmt For For 1B. Election of Director: Bryce Blair Mgmt For For 1C. Election of Director: Richard W. Dreiling Mgmt For For 1D. Election of Director: Thomas J. Folliard Mgmt For For 1E. Election of Director: Cheryl W. Grise Mgmt For For 1F. Election of Director: Andre J. Hawaux Mgmt For For 1G. Election of Director: J. Phillip Holloman Mgmt For For 1H. Election of Director: Ryan R. Marshall Mgmt For For 1I. Election of Director: John R. Peshkin Mgmt For For 1J. Election of Director: Scott F. Powers Mgmt For For 1K. Election of Director: Lila Snyder Mgmt For For 2. Ratification of appointment of Ernst & Mgmt For For Young LLP as our independent registered public accounting firm for 2021. 3. Say-on-pay: Advisory vote to approve Mgmt For For executive compensation. -------------------------------------------------------------------------------------------------------------------------- RIO TINTO PLC Agenda Number: 935347636 -------------------------------------------------------------------------------------------------------------------------- Security: 767204100 Meeting Type: Annual Meeting Date: 09-Apr-2021 Ticker: RIO ISIN: US7672041008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Receipt of the 2020 Annual Report Mgmt For For 2. Approval of the Remuneration Policy Mgmt For For 3. Approval of the Directors' Remuneration Mgmt For For Report: Implementation Report 4. Approval of the Directors' Remuneration Mgmt For For Report 5. To re-elect Megan Clark AC as a director Mgmt For For 6. To re-elect Hinda Gharbi as a director Mgmt For For 7. To re-elect Simon Henry as a director Mgmt For For 8. To re-elect Sam Laidlaw as a director Mgmt For For 9. To re-elect Simon McKeon AO as a director Mgmt For For 10. To re-elect Jennifer Nason as a director Mgmt For For 11. To re-elect Jakob Stausholm as a director Mgmt For For 12. To re-elect Simon Thompson as a director Mgmt For For 13. To re-elect Ngaire Woods CBE as a director Mgmt For For 14. Re- appointment of auditors Mgmt For For 15. Remuneration of auditors Mgmt For For 16. Authority to make political donations Mgmt For For 17. Renewal of and amendment to the Rio Tinto Mgmt For For Global Employee Share Plan 18. Renewal of and amendment to the Rio Tinto Mgmt For For UK Share Plan 19. General authority to allot shares Mgmt For For 20. Disapplication of pre-emption rights Mgmt For For 21. Authority to purchase Rio Tinto plc shares Mgmt For For 22. Notice period for general meetings other Mgmt For For than annual general meetings -------------------------------------------------------------------------------------------------------------------------- ROCKWELL AUTOMATION, INC. Agenda Number: 935318534 -------------------------------------------------------------------------------------------------------------------------- Security: 773903109 Meeting Type: Annual Meeting Date: 02-Feb-2021 Ticker: ROK ISIN: US7739031091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A. DIRECTOR William P. Gipson Mgmt For For J. Phillip Holloman Mgmt For For Steven R. Kalmanson Mgmt For For Lawrence D. Kingsley Mgmt For For Lisa A. Payne Mgmt For For B. To approve, on an advisory basis, the Mgmt For For compensation of the Corporation's named executive officers. C. To approve the selection of Deloitte & Mgmt For For Touche LLP as the Corporation's independent registered public accounting firm. -------------------------------------------------------------------------------------------------------------------------- ROSS STORES, INC. Agenda Number: 935372778 -------------------------------------------------------------------------------------------------------------------------- Security: 778296103 Meeting Type: Annual Meeting Date: 19-May-2021 Ticker: ROST ISIN: US7782961038 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: K. Gunnar Bjorklund Mgmt For For 1B. Election of Director: Michael J. Bush Mgmt For For 1C. Election of Director: Sharon D. Garrett Mgmt For For 1D. Election of Director: Michael J. Hartshorn Mgmt For For 1E. Election of Director: Stephen D. Milligan Mgmt For For 1F. Election of Director: Patricia H. Mueller Mgmt For For 1G. Election of Director: George P. Orban Mgmt For For 1H. Election of Director: Gregory L. Quesnel Mgmt For For 1I. Election of Director: Larree M. Renda Mgmt For For 1J. Election of Director: Barbara Rentler Mgmt For For 1K. Election of Director: Doniel N. Sutton Mgmt For For 2. Advisory vote to approve the resolution on Mgmt For For the compensation of the named executive officers. 3. To ratify the appointment of Deloitte & Mgmt For For Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 29, 2022. 4. To vote on a stockholder proposal regarding Shr For Against executive share retention, if properly presented at the Annual Meeting. -------------------------------------------------------------------------------------------------------------------------- SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935338170 -------------------------------------------------------------------------------------------------------------------------- Security: 806857108 Meeting Type: Annual Meeting Date: 07-Apr-2021 Ticker: SLB ISIN: AN8068571086 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Patrick de La Mgmt For For Chevardiere 1.2 Election of Director: Miguel M. Galuccio Mgmt For For 1.3 Election of Director: Olivier Le Peuch Mgmt For For 1.4 Election of Director: Tatiana A. Mitrova Mgmt For For 1.5 Election of Director: Maria M. Hanssen Mgmt For For 1.6 Election of Director: Mark G. Papa Mgmt For For 1.7 Election of Director: Henri Seydoux Mgmt For For 1.8 Election of Director: Jeff W. Sheets Mgmt For For 2. Approval of the advisory resolution to Mgmt For For approve our executive compensation. 3. Approval of our consolidated balance sheet Mgmt For For as of December 31, 2020; our consolidated statement of income for the year ended December 31, 2020; and our Board of Directors' declarations of dividends in 2020, as reflected in our 2020 Annual Report to Stockholders. 4. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as our independent auditors for 2021. 5. Approval of an amendment and restatement of Mgmt For For the 2017 Schlumberger Omnibus Stock Incentive Plan. 6. Approval of an amendment and restatement of Mgmt For For the Schlumberger Discounted Stock Purchase Plan. 7. Approval of an amendment and restatement of Mgmt For For the 2004 Stock and Deferral Plan for Non-Employee Directors. -------------------------------------------------------------------------------------------------------------------------- SIEMENS AG Agenda Number: 712718228 -------------------------------------------------------------------------------------------------------------------------- Security: D69671218 Meeting Type: EGM Meeting Date: 09-Jul-2020 Ticker: ISIN: DE0007236101 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE CAPITAL CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE 1 TO RESOLVE ON THE APPROVAL OF THE SPIN-OFF Mgmt For For AND TRANSFER AGREEMENT BETWEEN SIEMENS AG AND SIEMENS ENERGY AG, MUNICH, DATED MAY 22, 2020 -------------------------------------------------------------------------------------------------------------------------- SIEMENS AG Agenda Number: 713501131 -------------------------------------------------------------------------------------------------------------------------- Security: D69671218 Meeting Type: AGM Meeting Date: 03-Feb-2021 Ticker: ISIN: DE0007236101 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDER DETAILS ARE Non-Voting REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 502455 DUE TO ADDITION OF RESOLUTION 10. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE CAPITAL CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON THE BUSINESS DAY PRIOR TO MEETING DATE UNLESS OTHERWISE SPECIFIED. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE. THANK YOU 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL 2019/20 2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF EUR 3.50 PER SHARE 3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER JOE KAESER FOR FISCAL 2019/20 3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER ROLAND BUSCH FOR FISCAL 2019/20 3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER LISA DAVIS (UNTIL FEB. 29, 2020) FOR FISCAL 2019/20 3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER KLAUS HELMRICH FOR FISCAL 2019/20 3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER JANINA KUGEL (UNTIL JAN. 31, 2020) FOR FISCAL 2019/20 3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER CEDRIK NEIKE FOR FISCAL 2019/20 3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER MICHAEL SEN (UNTIL MARCH 31, 2020) FOR FISCAL 2019/20 3.8 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For MEMBER RALF THOMAS FOR FISCAL 2019/20 4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER JIM SNABE FOR FISCAL 2019/20 4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER BIRGIT STEINBORN FOR FISCAL 2019/20 4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER WERNER WENNING FOR FISCAL 2019/20 4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER WERNER BRANDT FOR FISCAL 2019/20 4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MICHAEL DIEKMANN FOR FISCAL 2019/20 4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ANDREA FEHRMANN FOR FISCAL 2019/20 4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER BETTINA HALLER FOR FISCAL 2019/20 4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER ROBERT KENSBOCK (UNTIL SEP. 25, 2020) FOR FISCAL 2019/20 4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER HARALD KERN FOR FISCAL 2019/20 4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER JUERGEN KERNER FOR FISCAL 2019/20 4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER NICOLA LEIBINGER-KAMMUELLER FOR FISCAL 2019/20 4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER BENOIT POTIER FOR FISCAL 2019/20 4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER HAGEN REIMER FOR FISCAL 2019/20 4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER NORBERT REITHOFER FOR FISCAL 2019/20 4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER NEMAT SHAFIK FOR FISCAL 2019/20 4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER NATHALIE VON SIEMENS FOR FISCAL 2019/20 4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MICHAEL SIGMUND FOR FISCAL 2019/20 4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER DOROTHEA SIMON FOR FISCAL 2019/20 4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER MATTHIAS ZACHERT FOR FISCAL 2019/20 4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For MEMBER GUNNAR ZUKUNFT FOR FISCAL 2019/20 5 RATIFY ERNST YOUNG GMBH AS AUDITORS FOR Mgmt For For FISCAL 2020/21 6.1 ELECT GRAZIA VITTADINI TO THE SUPERVISORY Mgmt For For BOARD 6.2 ELECT KASPER RORSTED TO THE SUPERVISORY Mgmt For For BOARD 6.3 REELECT JIM SNABE TO THE SUPERVISORY BOARD Mgmt For For 7 APPROVE REMUNERATION OF SUPERVISORY BOARD Mgmt For For 8 APPROVE CREATION OF EUR 90 MILLION POOL OF Mgmt For For CAPITAL FOR EMPLOYEE STOCK PURCHASE PLAN 9 AMEND AFFILIATION AGREEMENT WITH SIEMENS Mgmt For For BANK GMBH 10 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For Against SHAREHOLDER PROPOSAL: AMENDMENT TO THE ARTICLES OF ASSOCIATION OF SIEMENS AG -------------------------------------------------------------------------------------------------------------------------- SIEMENS ENERGY AG Agenda Number: 713453809 -------------------------------------------------------------------------------------------------------------------------- Security: D6T47E106 Meeting Type: AGM Meeting Date: 10-Feb-2021 Ticker: ISIN: DE000ENER6Y0 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDER DETAILS ARE Non-Voting REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE CAPITAL CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL 2019/20 2 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For FISCAL 2019/20 3 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For FISCAL 2019/20 4 RATIFY ERNST YOUNG GMBH AS AUDITORS FOR Mgmt For For FISCAL 2020/21 5.1 ELECT CHRISTINE BORTENLAENGER TO THE Mgmt For For SUPERVISORY BOARD 5.2 ELECT SIGMAR GABRIEL TO THE SUPERVISORY Mgmt For For BOARD 5.3 ELECT JOE KAESER TO THE SUPERVISORY BOARD Mgmt For For 5.4 ELECT HUBERT LIENHARD TO THE SUPERVISORY Mgmt For For BOARD 5.5 ELECT HILDEGARD MUELLER TO THE SUPERVISORY Mgmt For For BOARD 5.6 ELECT LAURENCE MULLIEZ TO THE SUPERVISORY Mgmt For For BOARD 5.7 ELECT MATTHIAS REBELLIUS TO THE SUPERVISORY Mgmt For For BOARD 5.8 ELECT RALF THOMAS TO THE SUPERVISORY BOARD Mgmt For For 5.9 ELECT GEISHA WILLIAMS TO THE SUPERVISORY Mgmt For For BOARD 5.10 ELECT RANDY ZWIRN TO THE SUPERVISORY BOARD Mgmt For For 6 APPROVE REMUNERATION POLICY FOR THE Mgmt For For MANAGEMENT BOARD 7 APPROVE REMUNERATION POLICY FOR THE Mgmt For For SUPERVISORY BOARD CMMT 16 DEC 2020: INTERMEDIARY CLIENTS ONLY - Non-Voting PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE. THANK YOU CMMT 21 DEC 2020: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU CMMT 21 DEC 2020: PLEASE NOTE THAT IF YOU HOLD Non-Voting CREST DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON THE BUSINESS DAY PRIOR TO MEETING DATE UNLESS OTHERWISE SPECIFIED. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU -------------------------------------------------------------------------------------------------------------------------- SONY GROUP CORPORATION Agenda Number: 935442234 -------------------------------------------------------------------------------------------------------------------------- Security: 835699307 Meeting Type: Annual Meeting Date: 22-Jun-2021 Ticker: SONY ISIN: US8356993076 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Kenichiro Yoshida Mgmt For For 1B. Election of Director: Hiroki Totoki Mgmt For For 1C. Election of Director: Shuzo Sumi Mgmt For For 1D. Election of Director: Tim Schaaff Mgmt For For 1E. Election of Director: Toshiko Oka Mgmt For For 1F. Election of Director: Sakie Akiyama Mgmt For For 1G. Election of Director: Wendy Becker Mgmt For For 1H. Election of Director: Yoshihiko Hatanaka Mgmt For For 1I. Election of Director: Adam Crozier Mgmt For For 1J. Election of Director: Keiko Kishigami Mgmt For For 1K. Election of Director: Joseph A. Kraft, Jr. Mgmt For For 2. To issue Stock Acquisition Rights for the Mgmt For For purpose of granting stock options. -------------------------------------------------------------------------------------------------------------------------- THE SHERWIN-WILLIAMS COMPANY Agenda Number: 935342585 -------------------------------------------------------------------------------------------------------------------------- Security: 824348106 Meeting Type: Annual Meeting Date: 21-Apr-2021 Ticker: SHW ISIN: US8243481061 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Kerrii B. Anderson Mgmt For For 1B. Election of Director: Arthur F. Anton Mgmt For For 1C. Election of Director: Jeff M. Fettig Mgmt For For 1D. Election of Director: Richard J. Kramer Mgmt For For 1E. Election of Director: John G. Morikis Mgmt For For 1F. Election of Director: Christine A. Poon Mgmt For For 1G. Election of Director: Aaron M. Powell Mgmt For For 1H. Election of Director: Michael H. Thaman Mgmt For For 1I. Election of Director: Matthew Thornton III Mgmt For For 1J. Election of Director: Steven H. Wunning Mgmt For For 2. Advisory approval of the compensation of Mgmt For For the named executives. 3. Ratification of the appointment of Ernst & Mgmt For For Young LLP as our independent registered public accounting firm. -------------------------------------------------------------------------------------------------------------------------- THE ST. JOE COMPANY Agenda Number: 935382705 -------------------------------------------------------------------------------------------------------------------------- Security: 790148100 Meeting Type: Annual Meeting Date: 18-May-2021 Ticker: JOE ISIN: US7901481009 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director for a one-year term of Mgmt For For expiring at the 2022 Annual Meeting: Cesar L. Alvarez 1B. Election of Director for a one-year term of Mgmt For For expiring at the 2022 Annual Meeting: Bruce R. Berkowitz 1C. Election of Director for a one-year term of Mgmt For For expiring at the 2022 Annual Meeting: Howard S. Frank 1D. Election of Director for a one-year term of Mgmt For For expiring at the 2022 Annual Meeting: Jorge L. Gonzalez 1E. Election of Director for a one-year term of Mgmt For For expiring at the 2022 Annual Meeting: Thomas P. Murphy, Jr. 2. Ratification of the appointment of Grant Mgmt For For Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2021. 3. Approval, on an advisory basis, of the Mgmt For For compensation of our named executive officers. -------------------------------------------------------------------------------------------------------------------------- TOTO LTD. Agenda Number: 714242423 -------------------------------------------------------------------------------------------------------------------------- Security: J90268103 Meeting Type: AGM Meeting Date: 25-Jun-2021 Ticker: ISIN: JP3596200000 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1.1 Appoint a Director Kitamura, Madoka Mgmt For For 1.2 Appoint a Director Kiyota, Noriaki Mgmt For For 1.3 Appoint a Director Shirakawa, Satoshi Mgmt For For 1.4 Appoint a Director Hayashi, Ryosuke Mgmt For For 1.5 Appoint a Director Taguchi, Tomoyuki Mgmt For For 1.6 Appoint a Director Tamura, Shinya Mgmt For For 1.7 Appoint a Director Kuga, Toshiya Mgmt For For 1.8 Appoint a Director Shimizu, Takayuki Mgmt For For 1.9 Appoint a Director Taketomi, Yojiro Mgmt For For 1.10 Appoint a Director Shimono, Masatsugu Mgmt For For 1.11 Appoint a Director Tsuda, Junji Mgmt For For 1.12 Appoint a Director Yamauchi, Shigenori Mgmt For For 2 Approve Details of the Restricted-Share Mgmt For For Compensation to be received by Directors -------------------------------------------------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Agenda Number: 935364947 -------------------------------------------------------------------------------------------------------------------------- Security: 907818108 Meeting Type: Annual Meeting Date: 13-May-2021 Ticker: UNP ISIN: US9078181081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Andrew H. Card Jr. Mgmt For For 1B. Election of Director: William J. DeLaney Mgmt For For 1C. Election of Director: David B. Dillon Mgmt For For 1D. Election of Director: Lance M. Fritz Mgmt For For 1E. Election of Director: Deborah C. Hopkins Mgmt For For 1F. Election of Director: Jane H. Lute Mgmt For For 1G. Election of Director: Michael R. McCarthy Mgmt For For 1H. Election of Director: Thomas F. McLarty III Mgmt For For 1I. Election of Director: Jose H. Villarreal Mgmt For For 1J. Election of Director: Christopher J. Mgmt For For Williams 2. Ratification of the appointment of Deloitte Mgmt For For & Touche LLP as the independent registered public accounting firm of the Company for 2021. 3. An advisory vote to approve executive Mgmt For For compensation ("Say on Pay"). 4. Adoption of the Union Pacific Corporation Mgmt For For 2021 Stock Incentive Plan. 5. Adoption of the Union Pacific Corporation Mgmt For For 2021 Employee Stock Purchase Plan. 6. Shareholder proposal requesting an EEO-1 Shr For Against Report Disclosure, if properly presented at the Annual Meeting. 7. Shareholder proposal requesting an Annual Shr For Against Diversity and Inclusion Efforts Report, if properly presented at the Annual Meeting. 8. Shareholder proposal requesting an Annual Shr For Against Emissions Reduction Plan & annual advisory vote on Emissions Reduction Plan, if properly presented at the Annual Meeting. -------------------------------------------------------------------------------------------------------------------------- VALE S.A. Agenda Number: 935337089 -------------------------------------------------------------------------------------------------------------------------- Security: 91912E105 Meeting Type: Special Meeting Date: 12-Mar-2021 Ticker: VALE ISIN: US91912E1055 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Amendments of wording: 1a. Amendment to the Mgmt For For wording in Article 1, head paragraph, to include the definition of Vale as "Company" and consequent amendment in subsequent provisions (Article 2, head paragraph; Article 3; Article 4; Article 5, paragraph 6; Article 6, head paragraph and paragraph 3; Article 7, IV to VI; Article 8, paragraph 2; Article 9, head paragraph; Article 10, head paragraph; Article 11, paragraphs 2 and 12; Article 12, Sole Paragraph; Article 14, I, V to IX,XI, XIII, ...(due to space limits, see proxy statement for full proposal). 2. Change in the positions of alternate member Mgmt For For and new rule for replacing directors: 2a. Elimination of the position of alternate member of the Board of Directors, except for the member and his or her alternate elected, in a separate vote, by the employees, according to the Management Proposal (Article 9, paragraph 1, Article 11, paragraph 2, and new, paragraphs 8, 9, and 12 of Article 11). 2b. New rule for replacement of Directors in the event of impediment/temporary absence or vacancy, ...(due to space limits, see proxy statement for full proposal). 3. Bringing flexibility in terms of the number Mgmt For For of members of the Board of Directors, which may be comprised of at least 11 and at most 13 members, according to the Management Proposal (head paragraph of Article 11). 4. Amendments of items referring to the Mgmt For For independence structure: 4a. Increasing the minimum number of independent members of the Board of Directors, according to the Management Proposal (Article 11, paragraph 3). 4b. According to the Management Proposal, including a new provision to define the concept of independent directors, in line with the best international practices in the market (new paragraph 4 of Article 11). 5. Provisions for the Chairman and Mgmt For For Vice-Chairman: 5a. Provision that the Chairman and Vice-Chairman of the Board of Directors be individually elected by the Shareholders' Meeting. 5b. Consolidation of former paragraphs 5 and 6 of Article 11 into the new paragraph 8 of Article 11 to address cases of vacancy of the positions of Chairman and Vice-Chairman of the Board. 5c. Provision that the Board of Directors shall be represented externally by its Chairman or by a director appointed by the latter (new paragraph 7 of Article 11). 6. Inclusion of the appointment, by the Mgmt For For elected independent members, of a lead independent member, and provision of the respective duties, according to the Management Proposal (new paragraph 6 of Article 11). 7. Inclusion of the procedure for submission Mgmt For For of a voting list, individually, by candidate, for the election of members of the Board of Directors, according to the Management Proposal (new paragraph 10, items I, II, III, IV and VII, of Article 11). 8. Provision that, for the election of members Mgmt For For of the Board of Directors, those candidates who receive the highest number of votes in favor are considered elected, and those candidates who have more votes against than in favor are excluded, subject to the number of vacancies to be filled, according to the Management Proposal (new paragraph 10, items V and VI, of Article 11). 9. Renumbering and adjustment to the wording Mgmt For For in new paragraphs 11 and 12 of Article 11, according to the Management Proposal. 10. Amendment to the head paragraph of Article Mgmt For For 12 to reduce the number of ordinary meetings and amend the minimum number of members to call a meeting of the Board of Directors, according to the Management Proposal. 11. Amendments on the responsibilities of the Mgmt For For Board of Directors and the Executive Board: 11a. Inclusion in Article 14, item VI, of the safety of people as a factor to be considered when establishing the purpose, guidelines and strategic plan of the Company, according to the Management Proposal. 11b. Inclusion to expressly state practices already adopted by Management, for approval of the Company's purposes, according to the Management Proposal (Article 14, item VII and Article 29, IV). ...(due to space limits, see proxy statement for full proposal). 12. Provisions about the Committees and the Mgmt For For committees' coordinators coordinators: 12a. Amendment in Article 15, head paragraph, of the number of permanent advisory committees, inclusion of the Compensation scope for the Personnel and Governance Committee and inclusion of the Nomination and Innovation Committees, according to the Management Proposal. 12b. According to the Management Proposal, inclusion in Article 15, paragraph 3, to regulate how to choose the advisory committees' coordinators. 13. Amendment of Article 23, paragraph 3, to Mgmt For For increase the term of office of the members of the Executive Board, according to the Management Proposal. 14. Restatement of the By-Laws to reflect the Mgmt For For changes approved at the Shareholders' Meeting. -------------------------------------------------------------------------------------------------------------------------- VALE S.A. Agenda Number: 935403472 -------------------------------------------------------------------------------------------------------------------------- Security: 91912E105 Meeting Type: Annual Meeting Date: 30-Apr-2021 Ticker: VALE ISIN: US91912E1055 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Resolution 1 Mgmt For For 2 Resolution 2 Mgmt For For 3 Resolution 3 Mgmt For For 4 Resolution 4 Mgmt For Against 5A Election of Director: Jose Luciano Duarte Mgmt For For Penido (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5B Election of Director: Fernando Jorge Buso Mgmt For For Gomes (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5C Election of Director: Clinton James Dines Mgmt For For (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5D Election of Director: Eduardo de Oliveira Mgmt For For Rodrigues Filho (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5E Election of Director: Elaine Dorward-King Mgmt For For (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5F Election of Director: Jose Mauricio Pereira Mgmt For For Coelho (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5G Election of Director: Ken Yasuhara (Vale Mgmt For For Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A 5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5H Election of Director: Manuel Lino Silva de Mgmt For For Sousa Oliveira (Ollie Oliveira) (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5I Election of Director: Maria Fernanda dos Mgmt For For Santos Teixeira (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5J Election of Director: Murilo Cesar Lemos Mgmt For For dos Santos Passos (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5K Election of Director: Roger Allan Downey Mgmt For For (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5L Election of Director: Sandra Maria Guerra Mgmt For For de Azevedo (Vale Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5M Election of Director: Marcelo Gasparino da Mgmt For For Silva (Other Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5N Election of Director: Mauro Gentile Mgmt For For Rodrigues Cunha (Other Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5O Election of Director: Rachel de Oliveira Mgmt For For Maia (Other Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 5P Election of Director: Roberto da Cunha Mgmt For For Castello Branco (Other Nominee). (You may only vote "FOR" in up to 12 of the 16 Directors in proposals 5A-5P. Your vote will be deemed invalid for proposal 5A-5P if you vote in favor of more than 12 directors) 6 Resolution 6. (You may only vote "FOR" Mgmt For For proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7A Election of Director: Jose Luciano Duarte Mgmt For For Penido (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7B Election of Director: Fernando Jorge Buso Mgmt For For Gomes (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7C Election of Director: Clinton James Dines Mgmt For For (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7D Election of Director: Eduardo de Oliveira Mgmt For For Rodrigues Filho (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7E Election of Director: Elaine Dorward-King Mgmt For For (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7F Election of Director: Jose Mauricio Pereira Mgmt For For Coelho (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7G Election of Director: Ken Yasuhara (Vale Mgmt For For Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7H Election of Director: Manuel Lino Silva de Mgmt For For Sousa Oliveira (Ollie Oliveira) (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7I Election of Director: Maria Fernanda dos Mgmt For For Santos Teixeira (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7J Election of Director: Murilo Cesar Lemos Mgmt For For dos Santos Passos (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7K Election of Director: Roger Allan Downey Mgmt For For (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7L Election of Director: Sandra Maria Guerra Mgmt For For de Azevedo (Vale Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7M Election of Director: Marcelo Gasparino da Mgmt For For Silva (Other Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7N Election of Director: Mauro Gentile Mgmt For For Rodrigues Cunha (Other Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7O Election of Director: Rachel de Oliveira Mgmt For For Maia (Other Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 7P Election of Director: Roberto da Cunha Mgmt For For Castello Branco (Other Nominee). (You may only vote "FOR" proposal 6 or you may vote in 7A-7P. Your vote for these proposals will be deemed invalid if you vote in favor of both groups) 8 Election of Chairman of the Board of Mgmt For For Director: Jose Luciano Penido (An ADS holder may only vote "FOR" in Resolution 8 or Resolution 9) 9 Election of Chairman of the Board of Mgmt For Director: Roberto Castello Branco (An ADS holder may only vote "FOR" in Resolution 8 or Resolution 9) 10 Election of Vice-Chairman of the Board: Mgmt For For Fernando Jorge Buso Gomes (An ADS holder may only vote "FOR" in Resolution 10 or Resolution 11) 11 Election of Vice-Chairman of the Board: Mgmt For Mauro Gentile Rodrigues Cunha (An ADS holder may only vote "FOR" in Resolution 10 or Resolution 11) 12A Election of the Fiscal Council by Mgmt For Candidate: Cristina Fontes Doherty / Nelson de Menezes Filho 12B Election of the Fiscal Council by Mgmt For Candidate: Marcus Vinicius Dias Severini / Vera Elias 12C Election of the Fiscal Council by Mgmt For Candidate: Marcelo Moraes/Vacant 12D Election of the Fiscal Council by Mgmt For Candidate: Raphael Manhaes Martins / Adriana de Andrade Sole 13 Resolution 13 Mgmt For For E1 Resolution 1 Mgmt For For E2 Resolution 2 Mgmt For For E3 Resolution 3 Mgmt For For E4 Resolution 4 Mgmt For For E5 Resolution 5 Mgmt For For E6 Resolution 6 Mgmt For For E7 Resolution 7 Mgmt For For E8 Resolution 8 Mgmt For For E9 Resolution 9 Mgmt For For * Management position unknown 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) Trust for Professional Managers By (Signature) /s/ John Buckel Name John Buckel Title President Date 08/09/2021