SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-PX

                     ANNUAL REPORT OF PROXY VOTING RECORD OF
                   REGISTERED MANAGEMENT INVESTMENT COMPANIES


                Investment Company Act file number: 811-00204

                         AB Discovery Growth Fund, Inc.
                (Exact name of registrant as specified in charter)

                             AllianceBernstein L.P.
              1345 Avenue of the Americas, New York, New York l0105
               (Address of Principal Executive Office) (Zip Code)

               Registrant's Telephone Number, including Area Code:
                                 (800) 221-5672

                                 EMILIE D. WRAPP
                             AllianceBernstein L.P.
                           1345 Avenue of the Americas
                            New York, New York l0105
                     (Name and address of agent for service)

                          Copies of communications to:
                               Kathleen K. Clarke
                               Seward & Kissel LLP
                                901 K Street, N.W.
                             Washington, D.C. 20001

                      Date of fiscal year end:  July 31

             Date of reporting period: July 1, 2014 - June 30, 2015




Item 1. Proxy Voting Record.

******************************* FORM N-PX REPORT *******************************

ICA File Number: 811-00204
Reporting Period: 07/01/2014 - 06/30/2015
AB Discovery Growth Fund, Inc.
(formerly, AllianceBernstein Discovery Growth Fund, Inc.)








======================== AB Discovery Growth Fund, Inc. ========================


ACADIA HEALTHCARE COMPANY, INC.

Ticker:       ACHC           Security ID:  00404A109
Meeting Date: MAY 21, 2015   Meeting Type: Annual
Record Date:  MAR 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director E. Perot Bissell         For       For          Management
1.2   Elect Director Hartley R. Rogers        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


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ACHILLION PHARMACEUTICALS, INC.

Ticker:       ACHN           Security ID:  00448Q201
Meeting Date: JUN 02, 2015   Meeting Type: Annual
Record Date:  APR 15, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Milind S. Deshpande      For       For          Management
1.2   Elect Director Jason S. Fisherman       For       For          Management
1.3   Elect Director Gary E. Frashier         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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ACTUANT CORPORATION

Ticker:       ATU            Security ID:  00508X203
Meeting Date: JAN 21, 2015   Meeting Type: Annual
Record Date:  NOV 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert C. Arzbaecher     For       Withhold     Management
1.2   Elect Director Gurminder S. Bedi        For       Withhold     Management
1.3   Elect Director E. James Ferland         For       For          Management
1.4   Elect Director Thomas J. Fischer        For       Withhold     Management
1.5   Elect Director Mark E. Goldstein        For       Withhold     Management
1.6   Elect Director R. Alan Hunter, Jr.      For       Withhold     Management
1.7   Elect Director Robert A. Peterson       For       Withhold     Management
1.8   Elect Director Holly A. Van Deursen     For       Withhold     Management
1.9   Elect Director Dennis K. Williams       For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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AFFILIATED MANAGERS GROUP, INC.

Ticker:       AMG            Security ID:  008252108
Meeting Date: JUN 15, 2015   Meeting Type: Annual
Record Date:  APR 17, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel T. Byrne          For       For          Management
1b    Elect Director Dwight D. Churchill      For       For          Management
1c    Elect Director Glenn Earle              For       For          Management
1d    Elect Director Niall Ferguson           For       For          Management
1e    Elect Director Sean M. Healey           For       For          Management
1f    Elect Director Tracy P. Palandjian      For       For          Management
1g    Elect Director Patrick T. Ryan          For       For          Management
1h    Elect Director Jide J. Zeitlin          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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AGIOS PHARMACEUTICALS, INC.

Ticker:       AGIO           Security ID:  00847X104
Meeting Date: JUN 23, 2015   Meeting Type: Annual
Record Date:  APR 24, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas G. Cole          For       For          Management
1.2   Elect Director Kaye Foster-Cheek        For       For          Management
1.3   Elect Director John M. Maraganore       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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ALDER BIOPHARMACEUTICALS, INC.

Ticker:       ALDR           Security ID:  014339105
Meeting Date: MAY 19, 2015   Meeting Type: Annual
Record Date:  MAR 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen M. Dow           For       For          Management
1.2   Elect Director A. Bruce Montgomery      For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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ALIGN TECHNOLOGY, INC.

Ticker:       ALGN           Security ID:  016255101
Meeting Date: MAY 13, 2015   Meeting Type: Annual
Record Date:  MAR 18, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph Lacob             For       For          Management
1.2   Elect Director C. Raymond Larkin, Jr.   For       For          Management
1.3   Elect Director George J. Morrow         For       For          Management
1.4   Elect Director David C. Nagel           For       For          Management
1.5   Elect Director Thomas M. Prescott       For       For          Management
1.6   Elect Director Andrea L. Saia           For       For          Management
1.7   Elect Director Greg J. Santora          For       For          Management
1.8   Elect Director Warren S. Thaler         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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AMC NETWORKS INC.

Ticker:       AMCX           Security ID:  00164V103
Meeting Date: JUN 09, 2015   Meeting Type: Annual
Record Date:  APR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jonathan F. Miller       For       Withhold     Management
1.2   Elect Director Leonard Tow              For       For          Management
1.3   Elect Director David E. Van Zandt       For       For          Management
1.4   Elect Director Carl E. Vogel            For       Withhold     Management
1.5   Elect Director Robert C. Wright         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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AMETEK, INC.

Ticker:       AME            Security ID:  031100100
Meeting Date: MAY 06, 2015   Meeting Type: Annual
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Malone          For       For          Management
1.2   Elect Director Elizabeth R. Varet       For       For          Management
1.3   Elect Director Dennis K. Williams       For       For          Management
2     Provide Right to Call Special Meeting   For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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ASPEN TECHNOLOGY, INC.

Ticker:       AZPN           Security ID:  045327103
Meeting Date: DEC 04, 2014   Meeting Type: Annual
Record Date:  OCT 10, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joan C. McArdle          For       For          Management
1.2   Elect Director Simon J. Orebi Gann      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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BRIGHT HORIZONS FAMILY SOLUTIONS INC.

Ticker:       BFAM           Security ID:  109194100
Meeting Date: MAY 11, 2015   Meeting Type: Annual
Record Date:  MAR 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director E. Townes Duncan         For       For          Management
1.2   Elect Director Jordan Hitch             For       For          Management
1.3   Elect Director Linda Mason              For       For          Management
1.4   Elect Director Mary Ann Tocio           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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BUFFALO WILD WINGS, INC.

Ticker:       BWLD           Security ID:  119848109
Meeting Date: MAY 07, 2015   Meeting Type: Annual
Record Date:  MAR 09, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sally J. Smith           For       For          Management
1.2   Elect Director J. Oliver Maggard        For       For          Management
1.3   Elect Director James M. Damian          For       For          Management
1.4   Elect Director Dale M. Applequist       For       For          Management
1.5   Elect Director Warren E. Mack           For       For          Management
1.6   Elect Director Michael P. Johnson       For       For          Management
1.7   Elect Director Jerry R. Rose            For       For          Management
1.8   Elect Director Cynthia L. Davis         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management


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CABELA'S INCORPORATED

Ticker:       CAB            Security ID:  126804301
Meeting Date: JUN 03, 2015   Meeting Type: Annual
Record Date:  APR 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Theodore M. Armstrong    For       For          Management
1.2   Elect Director James W. Cabela          For       For          Management
1.3   Elect Director John H. Edmondson        For       For          Management
1.4   Elect Director Dennis Highby            For       For          Management
1.5   Elect Director Michael R. McCarthy      For       For          Management
1.6   Elect Director Thomas L. Millner        For       For          Management
1.7   Elect Director Donna M. Milrod          For       For          Management
1.8   Elect Director Beth M. Pritchard        For       For          Management
1.9   Elect Director James F. Wright          For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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CADENCE DESIGN SYSTEMS, INC.

Ticker:       CDNS           Security ID:  127387108
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 16, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark W. Adams            For       For          Management
1.2   Elect Director Susan L. Bostrom         For       For          Management
1.3   Elect Director James D. Plummer         For       For          Management
1.4   Elect Director Alberto                  For       For          Management
      Sangiovanni-Vincentelli
1.5   Elect Director George M. Scalise        For       For          Management
1.6   Elect Director John B. Shoven           For       For          Management
1.7   Elect Director Roger S. Siboni          For       For          Management
1.8   Elect Director Young K. Sohn            For       For          Management
1.9   Elect Director Lip-Bu Tan               For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify KPMG LLP as Auditors             For       For          Management


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CARLISLE COMPANIES INCORPORATED

Ticker:       CSL            Security ID:  142339100
Meeting Date: MAY 06, 2015   Meeting Type: Annual
Record Date:  MAR 11, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James D. Frias           For       For          Management
1.2   Elect Director Lawrence A. Sala         For       For          Management
1.3   Elect Director Magalen C. Webert        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


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CAVIUM, INC.

Ticker:       CAVM           Security ID:  14964U108
Meeting Date: JUN 18, 2015   Meeting Type: Annual
Record Date:  APR 22, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sanjay Mehrotra          For       For          Management
1.2   Elect Director Madhav V. Rajan          For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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CONCHO RESOURCES INC.

Ticker:       CXO            Security ID:  20605P101
Meeting Date: JUN 04, 2015   Meeting Type: Annual
Record Date:  APR 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven L. Beal           For       For          Management
1.2   Elect Director Tucker S. Bridwell       For       For          Management
1.3   Elect Director Mark B. Puckett          For       For          Management
2     Ratify Grant Thornton LLP as Auditors   For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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CONCUR TECHNOLOGIES, INC.

Ticker:       CNQR           Security ID:  206708109
Meeting Date: NOV 19, 2014   Meeting Type: Special
Record Date:  OCT 08, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       Against      Management
3     Adjourn Meeting                         For       For          Management


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COSTAR GROUP, INC.

Ticker:       CSGP           Security ID:  22160N109
Meeting Date: JUN 03, 2015   Meeting Type: Annual
Record Date:  APR 10, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael R. Klein         For       For          Management
1.2   Elect Director Andrew C. Florance       For       For          Management
1.3   Elect Director Michael J. Glosserman    For       For          Management
1.4   Elect Director Warren H. Haber          For       For          Management
1.5   Elect Director John W. Hill             For       For          Management
1.6   Elect Director Christopher J. Nassetta  For       For          Management
1.7   Elect Director David J. Steinberg       For       For          Management
2     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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DBV TECHNOLOGIES

Ticker:       DBV            Security ID:  23306J101
Meeting Date: JUN 23, 2015   Meeting Type: Annual/Special
Record Date:  MAY 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements and        For       For          Management
      Statutory Reports
2     Approve Consolidated Financial          For       For          Management
      Statements and Statutory Reports
3     Approve Treatment of Losses             For       For          Management
4     Acknowledge Auditors' Special Report    For       For          Management
      on Related-Party Transactions
      Mentioning the Absence of New
      Transactions
5     Ratify Appointment of Chahra Louafi as  For       Against      Management
      Director
6     Ratify Appointment of Daniel Soland as  For       For          Management
      Director
7     Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 350,000
8     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
9     Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
10    Authorize Capitalization of Reserves    For       For          Management
      of Up to 50 Percent of Issued Capital
      for Bonus Issue or Increase in Par
      Value
11    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to 30 Percent of
      Issued Share Capital
12    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to 30 Percent of
      Issued Share Capital
13    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities for up to 20
      Percent of Issued Capital Per Year for
      Private Placements, up to 30 Percent
      of Issued Share Capital
14    Authorize Board to Set Issue Price for  For       For          Management
      10 Percent Per Year of Issued Capital
      Pursuant to Issue Authority without
      Preemptive Rights
15    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholder
      Vote Above under Items 11-13
16    Authorize Capital Increase of up to 10  For       For          Management
      Percent of Issued Capital for
      Contributions in Kind
17    Approve Issuance of Warrants (BSA,      For       For          Management
      BSAANE and/or BSAAR) without
      Preemptive Rights up to 4 Percent of
      Issued Capital Reserved for Corporate
      Officers, Scientific Committee
      Members, Employees, Consultants and/or
      Services Providers
18    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
19    Authorize up to 5 Percent of Issued     For       For          Management
      Capital for Use in Restricted Stock
      Plans
20    Set Total Limit for Capital Increase    For       For          Management
      to Result from Issuance Requests under
      Items 11-13 and 16 at 65 percent of
      Issued Share Capital
21    Amend Article 23 of Bylaws Re: Absence  For       For          Management
      of Double Voting Rights
22    Approve Merger Agreement with Phys      For       For          Management
      Participations
23    Approve Merger Agreement with DBCS      For       For          Management
      Participations
24    Issue 301,788 Shares in Connection      For       For          Management
      with Acquisition of Phys Participations
25    Issue 288,785 Shares in Connection      For       For          Management
      with Acquisition of DBCS Participations
26    Pursuant to Items 22 and 24, Approve    For       For          Management
      Allocation of Merger Premium
27    Pursuant to Items 23 and 25, Approve    For       For          Management
      Allocation of Merger Premium
28    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased
      Shares, Following the Merger with Phys
      Participations
29    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased
      Shares, Following the Merger with DBCS
      Participations
30    Amend Article 6 of Bylaws to Reflect    For       For          Management
      Changes in Capital Pursuant to Merger
      with Phys Participations
31    Amend Article 6 of Bylaws to Reflect    For       For          Management
      Changes in Capital Pursuant to Merger
      with DBCS Participations
32    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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DEXCOM, INC.

Ticker:       DXCM           Security ID:  252131107
Meeting Date: MAY 28, 2015   Meeting Type: Annual
Record Date:  APR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Terrance H. Gregg        For       For          Management
1b    Elect Director Kevin Sayer              For       For          Management
1c    Elect Director Nicholas Augustinos      For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       Against      Management
5     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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DIPLOMAT PHARMACY, INC.

Ticker:       DPLO           Security ID:  25456K101
Meeting Date: JUN 05, 2015   Meeting Type: Annual
Record Date:  APR 10, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Philip R. Hagerman       For       For          Management
1.2   Elect Director David Dreyer             For       For          Management
2     Ratify BDO USA, LLP as Auditors         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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ENVISION HEALTHCARE HOLDINGS, INC.

Ticker:       EVHC           Security ID:  29413U103
Meeting Date: MAY 21, 2015   Meeting Type: Annual
Record Date:  APR 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carol J. Burt            For       For          Management
1.2   Elect Director Leonard M. Riggs, Jr.    For       For          Management
1.3   Elect Director James D. Shelton         For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Approve Nonqualified Employee Stock     For       For          Management
      Purchase Plan
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 21, 2015   Meeting Type: Annual
Record Date:  MAR 23, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Wright         For       For          Management
1.2   Elect Director Mark A. Emmert           For       For          Management
1.3   Elect Director Dan P. Kourkoumelis      For       For          Management
1.4   Elect Director Michael J. Malone        For       For          Management
1.5   Elect Director Richard B. McCune        For       For          Management
1.6   Elect Director John W. Meisenbach       For       For          Management
1.7   Elect Director Jeffrey S. Musser        For       For          Management
1.8   Elect Director Liane J. Pelletier       For       For          Management
1.9   Elect Director James L.K. Wang          For       For          Management
1.10  Elect Director Tay Yoshitani            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Stock Option Plan               For       For          Management
4     Ratify KPMG LLP as Auditors             For       For          Management
5     Provide Proxy Access Right              For       Against      Management
6     Proxy Access                            Against   For          Shareholder
7     Require Shareholder Approval of         Against   Against      Shareholder
      Specific Performance Metrics in Equity
      Compensation Plans
8     Pro-rata Vesting of Equity Awards       Against   For          Shareholder
9     Stock Retention                         Against   Against      Shareholder
10    Clawback of Incentive Payments          Against   For          Shareholder


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F5 NETWORKS, INC.

Ticker:       FFIV           Security ID:  315616102
Meeting Date: MAR 12, 2015   Meeting Type: Annual
Record Date:  JAN 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director A. Gary Ames             For       For          Management
1b    Elect Director Sandra Bergeron          For       For          Management
1c    Elect Director Jonathan Chadwick        For       For          Management
1d    Elect Director Michael Dreyer           For       For          Management
1e    Elect Director Peter Klein              For       For          Management
1f    Elect Director Stephen Smith            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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FIRST REPUBLIC BANK

Ticker:       FRC            Security ID:  33616C100
Meeting Date: MAY 12, 2015   Meeting Type: Annual
Record Date:  MAR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James H. Herbert, II     For       For          Management
1.2   Elect Director Katherine August-deWilde For       For          Management
1.3   Elect Director Thomas J. Barrack, Jr.   For       For          Management
1.4   Elect Director Frank J. Fahrenkopf, Jr. For       For          Management
1.5   Elect Director L. Martin Gibbs          For       For          Management
1.6   Elect Director Boris Groysberg          For       For          Management
1.7   Elect Director Sandra R. Hernandez      For       For          Management
1.8   Elect Director Pamela J. Joyner         For       For          Management
1.9   Elect Director Reynold Levy             For       For          Management
1.10  Elect Director Jody S. Lindell          For       For          Management
1.11  Elect Director Duncan L. Niederauer     For       For          Management
1.12  Elect Director George G.C. Parker       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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FIVE BELOW, INC.

Ticker:       FIVE           Security ID:  33829M101
Meeting Date: JUN 18, 2015   Meeting Type: Annual
Record Date:  APR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David M. Mussafer        For       For          Management
1.2   Elect Director David Schlessinger       For       For          Management
1.3   Elect Director Thomas G. Vellios        For       For          Management
1.4   Elect Director Catherine E. Buggeln     For       For          Management
1.5   Elect Director Joel D. Anderson         For       For          Management
1.6   Elect Director Kathleen S. Barclay      For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors


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FMC TECHNOLOGIES, INC.

Ticker:       FTI            Security ID:  30249U101
Meeting Date: MAY 06, 2015   Meeting Type: Annual
Record Date:  MAR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mike R. Bowlin           For       For          Management
1b    Elect Director Clarence P. Cazalot, Jr. For       For          Management
1c    Elect Director Eleazar de Carvalho      For       For          Management
      Filho
1d    Elect Director C. Maury Devine          For       For          Management
1e    Elect Director Claire S. Farley         For       For          Management
1f    Elect Director John T. Gremp            For       For          Management
1g    Elect Director Thomas M. Hamilton       For       For          Management
1h    Elect Director Peter Mellbye            For       For          Management
1i    Elect Director Joseph H. Netherland     For       For          Management
1j    Elect Director Peter Oosterveer         For       For          Management
1k    Elect Director Richard A. Pattarozzi    For       For          Management
1l    Elect Director James M. Ringler         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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GENESEE & WYOMING INC.

Ticker:       GWR            Security ID:  371559105
Meeting Date: MAY 12, 2015   Meeting Type: Annual
Record Date:  MAR 16, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a.1  Elect Director Richard H. Allert        For       For          Management
1a.2  Elect Director Michael Norkus           For       For          Management
1a.3  Elect Director Ann N. Reese             For       For          Management
1b.4  Elect Director Hunter C. Smith          For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

GRAND CANYON EDUCATION, INC.

Ticker:       LOPE           Security ID:  38526M106
Meeting Date: MAY 18, 2015   Meeting Type: Annual
Record Date:  MAR 23, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brent D. Richardson      For       Against      Management
1.2   Elect Director Brian E. Mueller         For       For          Management
1.3   Elect Director David J. Johnson         For       For          Management
1.4   Elect Director Jack A. Henry            For       For          Management
1.5   Elect Director Bradley A. Casper        For       For          Management
1.6   Elect Director Kevin F. Warren          For       For          Management
1.7   Elect Director Sara R. Dial             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

GUIDEWIRE SOFTWARE, INC.

Ticker:       GWRE           Security ID:  40171V100
Meeting Date: DEC 04, 2014   Meeting Type: Annual
Record Date:  OCT 08, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew Brown             For       For          Management
1.2   Elect Director Craig Cornway            For       For          Management
1.3   Elect Director Clifton Thomas           For       For          Management
      Weatherford
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


--------------------------------------------------------------------------------

GW PHARMACEUTICALS PLC

Ticker:       GWP            Security ID:  36197T103
Meeting Date: FEB 05, 2015   Meeting Type: Annual
Record Date:  JAN 07, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       Against      Management
3     Approve Remuneration Policy             For       For          Management
4     Re-elect Justin Gover as Director       For       For          Management
5     Re-elect Dr Stephen Wright as Director  For       For          Management
6     Reappoint Deloitte LLP as Auditors      For       For          Management
7     Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
8     Authorise Issue of Equity with          For       Against      Management
      Pre-emptive Rights
9     Amend Long-Term Incentive Plan          For       Against      Management
10    Authorise Issue of Equity without       For       Against      Management
      Pre-emptive Rights


--------------------------------------------------------------------------------

HEARTWARE INTERNATIONAL, INC.

Ticker:       HTWR           Security ID:  422368100
Meeting Date: JUN 04, 2015   Meeting Type: Annual
Record Date:  APR 08, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cynthia Feldmann         For       For          Management
1.2   Elect Director Denis Wade               For       For          Management
2     Ratify Grant Thornton LLP as Auditors   For       For          Management
3     Increase Authorized Common Stock        For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

HEXCEL CORPORATION

Ticker:       HXL            Security ID:  428291108
Meeting Date: MAY 07, 2015   Meeting Type: Annual
Record Date:  MAR 12, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nick L. Stanage          For       For          Management
1.2   Elect Director Joel S. Beckman          For       For          Management
1.3   Elect Director Lynn Brubaker            For       For          Management
1.4   Elect Director Jeffrey C. Campbell      For       For          Management
1.5   Elect Director Cynthia M. Egnotovich    For       For          Management
1.6   Elect Director W. Kim Foster            For       For          Management
1.7   Elect Director Thomas A. Gendron        For       For          Management
1.8   Elect Director Jeffrey A. Graves        For       For          Management
1.9   Elect Director Guy C. Hachey            For       For          Management
1.10  Elect Director David C. Hill            For       For          Management
1.11  Elect Director David L. Pugh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

HOMEAWAY, INC.

Ticker:       AWAY           Security ID:  43739Q100
Meeting Date: JUN 04, 2015   Meeting Type: Annual
Record Date:  APR 10, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Simon Breakwell          For       For          Management
1.2   Elect Director Carl G. Shepherd         For       For          Management
1.3   Elect Director Simon Lehmann            For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


--------------------------------------------------------------------------------

IBERIABANK CORPORATION

Ticker:       IBKC           Security ID:  450828108
Meeting Date: MAR 31, 2015   Meeting Type: Special
Record Date:  FEB 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Increase Authorized Common Stock        For       For          Management


--------------------------------------------------------------------------------

IBERIABANK CORPORATION

Ticker:       IBKC           Security ID:  450828108
Meeting Date: MAY 05, 2015   Meeting Type: Annual
Record Date:  MAR 19, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ernest P. Breaux, Jr.    For       For          Management
1.2   Elect Director Daryl G. Byrd            For       For          Management
1.3   Elect Director John N. Casbon           For       For          Management
1.4   Elect Director John E. Koerner, III     For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

ICON PLC

Ticker:       ICLR           Security ID:  G4705A100
Meeting Date: JUL 29, 2014   Meeting Type: Annual
Record Date:  JUN 05, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect John Climax as Director         For       For          Management
1.2   Reelect Dermot Kelleher as Director     For       For          Management
1.3   Elect Mary Pendergast as Director       For       For          Management
1.4   Elect Hugh Brady as Director            For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
4     Authorise Share Repurchase Program      For       For          Management
5     Approve the Price Range for the         For       For          Management
      Reissuance of Shares


--------------------------------------------------------------------------------

IDEX CORPORATION

Ticker:       IEX            Security ID:  45167R104
Meeting Date: APR 08, 2015   Meeting Type: Annual
Record Date:  FEB 10, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William M. Cook          For       For          Management
1.2   Elect Director Cynthia J. Warner        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

INTERCEPT PHARMACEUTICALS, INC.

Ticker:       ICPT           Security ID:  45845P108
Meeting Date: JUL 17, 2014   Meeting Type: Annual
Record Date:  MAY 30, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Srinivas Akkaraju        For       For          Management
1.2   Elect Director Luca Benatti             For       For          Management
1.3   Elect Director Paolo Fundaro            For       For          Management
1.4   Elect Director Sanj K. Patel            For       For          Management
1.5   Elect Director Mark Pruzanski           For       For          Management
1.6   Elect Director Glenn Sblendorio         For       For          Management
1.7   Elect Director Jonathan T. Silverstein  For       For          Management
1.8   Elect Director Klaus Veitinger          For       For          Management
1.9   Elect Director Nicole S. Williams       For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

INTERSIL CORPORATION

Ticker:       ISIL           Security ID:  46069S109
Meeting Date: APR 24, 2015   Meeting Type: Annual
Record Date:  FEB 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Necip Sayiner            For       For          Management
1b    Elect Director Donald Macleod           For       For          Management
1c    Elect Director Mercedes Johnson         For       For          Management
1d    Elect Director Sohail Khan              For       For          Management
1e    Elect Director Gregory Lang             For       For          Management
1f    Elect Director Forrest E. Norrod        For       For          Management
1g    Elect Director Jan Peeters              For       For          Management
1h    Elect Director James A. Urry            For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

ISIS PHARMACEUTICALS, INC.

Ticker:       ISIS           Security ID:  464330109
Meeting Date: JUN 30, 2015   Meeting Type: Annual
Record Date:  MAY 04, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Breaux B. Castleman      For       For          Management
1.2   Elect Director Frederick T. Muto        For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Amend Non-Employee Director Stock       For       For          Management
      Option Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

JAZZ PHARMACEUTICALS PLC

Ticker:       JAZZ           Security ID:  G50871105
Meeting Date: JUL 31, 2014   Meeting Type: Annual
Record Date:  MAY 27, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Bruce C. Cozadd          For       For          Management
1b    Elect Director Heather Ann McSharry     For       For          Management
1c    Elect Director Rick E. Winningham       For       For          Management
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration
3     Authorize Jazz Pharmaceuticals plc      For       For          Management
      and/or Any Subsidiary of Jazz
      Pharmaceuticals plc to Make Market
      Purchases of Jazz Pharmaceuticals
      plc's Ordinary Shares
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

KEURIG GREEN MOUNTAIN, INC.

Ticker:       GMCR           Security ID:  49271M100
Meeting Date: JAN 29, 2015   Meeting Type: Annual
Record Date:  DEC 01, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Kelley          For       For          Management
1.2   Elect Director Robert A. Steele         For       For          Management
1.3   Elect Director Jose Octavio Reyes       For       For          Management
      Lagunes
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

KIRBY CORPORATION

Ticker:       KEX            Security ID:  497266106
Meeting Date: APR 28, 2015   Meeting Type: Annual
Record Date:  MAR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barry E. Davis           For       For          Management
1.2   Elect Director Monte J. Miller          For       For          Management
1.3   Elect Director Joseph H. Pyne           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Other Business                          None      Against      Management


--------------------------------------------------------------------------------

LAZARD LTD

Ticker:       LAZ            Security ID:  G54050102
Meeting Date: APR 21, 2015   Meeting Type: Annual
Record Date:  MAR 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Andrew M. Alper as Director       For       For          Management
1.2   Elect Ashish Bhutani as Director        For       For          Management
1.3   Elect Steven J. Heyer as Director       For       For          Management
1.4   Elect Sylvia Jay as Director            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration Auditors


--------------------------------------------------------------------------------

LINCOLN ELECTRIC HOLDINGS, INC.

Ticker:       LECO           Security ID:  533900106
Meeting Date: APR 23, 2015   Meeting Type: Annual
Record Date:  MAR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Curtis E. Espeland       For       For          Management
1.2   Elect Director Stephen G. Hanks         For       For          Management
1.3   Elect Director Phillip J. Mason         For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Approve Non-Employee Director Omnibus   For       For          Management
      Stock Plan


--------------------------------------------------------------------------------

LKQ CORPORATION

Ticker:       LKQ            Security ID:  501889208
Meeting Date: MAY 04, 2015   Meeting Type: Annual
Record Date:  MAR 11, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Sukhpal Singh Ahluwalia  For       For          Management
1b    Elect Director A. Clinton Allen         For       For          Management
1c    Elect Director Ronald G. Foster         For       For          Management
1d    Elect Director Joseph M. Holsten        For       For          Management
1e    Elect Director Blythe J. McGarvie       For       For          Management
1f    Elect Director Paul M. Meister          For       For          Management
1g    Elect Director John F. O'Brien          For       For          Management
1h    Elect Director Guhan Subramanian        For       For          Management
1i    Elect Director Robert L. Wagman         For       For          Management
1j    Elect Director William M. Webster, IV   For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

MEDIVATION, INC.

Ticker:       MDVN           Security ID:  58501N101
Meeting Date: JUN 16, 2015   Meeting Type: Annual
Record Date:  APR 29, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kim D. Blickenstaff      For       For          Management
1.2   Elect Director Kathryn E. Falberg       For       For          Management
1.3   Elect Director David T. Hung            For       For          Management
1.4   Elect Director C. Patrick Machado       For       For          Management
1.5   Elect Director Dawn Svoronos            For       For          Management
1.6   Elect Director W. Anthony Vernon        For       For          Management
1.7   Elect Director Wendy L. Yarno           For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Increase Authorized Common Stock        For       For          Management


--------------------------------------------------------------------------------

MELLANOX TECHNOLOGIES, LTD.

Ticker:       MLNX           Security ID:  M51363113
Meeting Date: MAY 11, 2015   Meeting Type: Annual
Record Date:  APR 08, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Eyal Waldman             For       For          Management
1.2   Elect Director Irwin Federman           For       For          Management
1.3   Elect Director Dov Baharav              For       For          Management
1.4   Elect Director Glenda Dorchak           For       For          Management
1.5   Elect Director Thomas Weatherford       For       For          Management
2     Approve Compensation of Eyal Waldman    For       For          Management
3     Approve Restricted Stock Units to Eyal  For       Against      Management
      Waldman
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Approve Director and Officer Liability  For       For          Management
      Insurance
6     Amend Annual Retainer Fees Paid to      For       For          Management
      Non-employee Directors and Amend
      Non-Employee Director Option Grant
7     Increase Authorized Common Stock        For       For          Management
8     Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors and Authorize Board to Fix
      Their Remuneration


--------------------------------------------------------------------------------

MSC INDUSTRIAL DIRECT CO., INC.

Ticker:       MSM            Security ID:  553530106
Meeting Date: JAN 15, 2015   Meeting Type: Annual
Record Date:  NOV 26, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mitchell Jacobson        For       For          Management
1.2   Elect Director David Sandler            For       For          Management
1.3   Elect Director Erik Gershwind           For       For          Management
1.4   Elect Director Jonathan Byrnes          For       For          Management
1.5   Elect Director Roger Fradin             For       For          Management
1.6   Elect Director Louise Goeser            For       For          Management
1.7   Elect Director Denis Kelly              For       For          Management
1.8   Elect Director Philip Peller            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


--------------------------------------------------------------------------------

NETSUITE INC.

Ticker:       N              Security ID:  64118Q107
Meeting Date: JUN 10, 2015   Meeting Type: Annual
Record Date:  APR 14, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Evan Goldberg            For       For          Management
1.2   Elect Director Steven J. Gomo           For       For          Management
1.3   Elect Director Catherine R. Kinney      For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Ratify KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

NORWEGIAN CRUISE LINE HOLDINGS LTD.

Ticker:       NCLH           Security ID:  G66721104
Meeting Date: MAY 20, 2015   Meeting Type: Annual
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Adam M. Aron             For       For          Management
1b    Elect Director Kevin Crowe              For       For          Management
1c    Elect Director F. Robert Salerno        For       For          Management
1d    Elect Director Walter L. Revell         For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
4     Amend Bylaws to Clarify the Notice      For       For          Management
      Provisions


--------------------------------------------------------------------------------

OCEANEERING INTERNATIONAL, INC.

Ticker:       OII            Security ID:  675232102
Meeting Date: MAY 08, 2015   Meeting Type: Annual
Record Date:  MAR 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John R. Huff             For       For          Management
1.2   Elect Director M. Kevin McEvoy          For       For          Management
1.3   Elect Director Steven A. Webster        For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

ON SEMICONDUCTOR CORPORATION

Ticker:       ON             Security ID:  682189105
Meeting Date: MAY 20, 2015   Meeting Type: Annual
Record Date:  MAR 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Atsushi Abe              For       For          Management
1.2   Elect Director Curtis J. Crawford       For       For          Management
1.3   Elect Director Paul A. Mascarenas       For       For          Management
1.4   Elect Director Daryl A. Ostrander       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Amend Omnibus Stock Plan                For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


--------------------------------------------------------------------------------

PALO ALTO NETWORKS, INC.

Ticker:       PANW           Security ID:  697435105
Meeting Date: DEC 12, 2014   Meeting Type: Annual
Record Date:  OCT 15, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carl Eschenbach          For       For          Management
1b    Elect Director Daniel J. Warmenhoven    For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

POLARIS INDUSTRIES INC.

Ticker:       PII            Security ID:  731068102
Meeting Date: APR 30, 2015   Meeting Type: Annual
Record Date:  MAR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Annette K. Clayton       For       For          Management
1.2   Elect Director Kevin M. Farr            For       For          Management
1.3   Elect Director John P. Wiehoff          For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

POLYONE CORPORATION

Ticker:       POL            Security ID:  73179P106
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 16, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard H. Fearon        For       For          Management
1.2   Elect Director Gregory J. Goff          For       For          Management
1.3   Elect Director Sandra B. Lin            For       For          Management
1.4   Elect Director Richard A. Lorraine      For       For          Management
1.5   Elect Director Stephen D. Newlin        For       For          Management
1.6   Elect Director Robert M. Patterson      For       For          Management
1.7   Elect Director William H. Powell        For       For          Management
1.8   Elect Director Kerry J. Preete          For       For          Management
1.9   Elect Director Farah M. Walters         For       For          Management
1.10  Elect Director William A. Wulfsohn      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

PREMIER, INC.

Ticker:       PINC           Security ID:  74051N102
Meeting Date: DEC 05, 2014   Meeting Type: Annual
Record Date:  OCT 06, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen R. D'Arcy        For       Withhold     Management
1.2   Elect Director Lloyd H. Dean            For       Withhold     Management
1.3   Elect Director Charles E. Hart          For       Withhold     Management
1.4   Elect Director Philip A. Incarnati      For       For          Management
1.5   Elect Director Alan R. Yordy            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


--------------------------------------------------------------------------------

PTC THERAPEUTICS, INC.

Ticker:       PTCT           Security ID:  69366J200
Meeting Date: JUN 10, 2015   Meeting Type: Annual
Record Date:  APR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Adam Koppel              For       For          Management
1.2   Elect Director Michael Schmertzler      For       For          Management
1.3   Elect Director Glenn D. Steele Jr.      For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

QUINTILES TRANSNATIONAL HOLDINGS INC.

Ticker:       Q              Security ID:  74876Y101
Meeting Date: MAY 07, 2015   Meeting Type: Annual
Record Date:  MAR 05, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Fred E. Cohen            For       Withhold     Management
1.2   Elect Director John P. Connaughton      For       Withhold     Management
1.3   Elect Director John M. Leonard          For       For          Management
1.4   Elect Director Leonard D. Schaeffer     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

RECEPTOS, INC.

Ticker:       RCPT           Security ID:  756207106
Meeting Date: MAY 28, 2015   Meeting Type: Annual
Record Date:  APR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Heyman        For       For          Management
1.2   Elect Director William H. Rastetter     For       Withhold     Management
1.3   Elect Director Mary Szela               For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


--------------------------------------------------------------------------------

ROBERT HALF INTERNATIONAL INC.

Ticker:       RHI            Security ID:  770323103
Meeting Date: MAY 21, 2015   Meeting Type: Annual
Record Date:  APR 01, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew S. Berwick, Jr.   For       For          Management
1.2   Elect Director Harold M. Messmer, Jr.   For       For          Management
1.3   Elect Director Barbara J. Novogradac    For       For          Management
1.4   Elect Director Robert J. Pace           For       For          Management
1.5   Elect Director Frederick A. Richman     For       For          Management
1.6   Elect Director M. Keith Waddell         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

SELECT COMFORT CORPORATION

Ticker:       SCSS           Security ID:  81616X103
Meeting Date: MAY 22, 2015   Meeting Type: Proxy Contest
Record Date:  MAR 30, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)           None
1.1   Elect Director Daniel I. Alegre         For       For          Management
1.2   Elect Director Stephen L. Gulis, Jr.    For       For          Management
1.3   Elect Director Brenda J. Lauderback     For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
5     Adjourn Meeting                         For       For          Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Blue Card)             None
1.1   Elect Director Brian A. Spaly           For       Did Not Vote Shareholder
1.2   Elect Director Adam J. Wright           For       Did Not Vote Shareholder
1.3   Management Nominee - Daniel I. Alegre   For       Did Not Vote Shareholder
2     Amend Omnibus Stock Plan                None      Did Not Vote Management
3     Advisory Vote to Ratify Named           None      Did Not Vote Management
      Executive Officers' Compensation
4     Ratify Deloitte & Touche LLP as         None      Did Not Vote Management
      Auditors
5     Adjourn Meeting                         None      Did Not Vote Management


--------------------------------------------------------------------------------

SERVICENOW, INC.

Ticker:       NOW            Security ID:  81762P102
Meeting Date: JUL 08, 2014   Meeting Type: Annual
Record Date:  MAY 12, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Susan L. Bostrom         For       For          Management
1.2   Elect Director Charles H. Giancarlo     For       For          Management
1.3   Elect Director Anita M. Sands           For       For          Management
1.4   Elect Director William L. Strauss       For       For          Management
2     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

SERVICENOW, INC.

Ticker:       NOW            Security ID:  81762P102
Meeting Date: JUN 10, 2015   Meeting Type: Annual
Record Date:  APR 21, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Douglas M. Leone         For       For          Management
1.2   Elect Director Frederic B. Luddy        For       For          Management
1.3   Elect Director Jeffrey A. Miller        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

SIGNATURE BANK

Ticker:       SBNY           Security ID:  82669G104
Meeting Date: APR 23, 2015   Meeting Type: Annual
Record Date:  MAR 05, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kathryn A. Byrne         For       For          Management
1.2   Elect Director Alfonse M. D'Amato       For       For          Management
1.3   Elect Director Jeffrey W. Meshel        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

SIRONA DENTAL SYSTEMS, INC.

Ticker:       SIRO           Security ID:  82966C103
Meeting Date: FEB 25, 2015   Meeting Type: Annual
Record Date:  JAN 23, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David K. Beecken         For       For          Management
1.2   Elect Director Arthur D. Kowaloff       For       For          Management
2     Ratify KPMG AG,                         For       For          Management
      Wirtschaftsprufungsgesellschaft,
      Frankfurt, Germany as Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


--------------------------------------------------------------------------------

SOLARWINDS, INC.

Ticker:       SWI            Security ID:  83416B109
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ellen F. Siminoff        For       For          Management
1.2   Elect Director Lloyd G. Waterhouse      For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Adjourn Meeting                         For       Against      Management


--------------------------------------------------------------------------------

SPROUTS FARMERS MARKET, INC.

Ticker:       SFM            Security ID:  85208M102
Meeting Date: MAY 01, 2015   Meeting Type: Annual
Record Date:  MAR 04, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph Fortunato         For       For          Management
1.2   Elect Director Lawrence P. Molloy       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify  PricewaterhouseCoopers LLP as   For       For          Management
      Auditors


--------------------------------------------------------------------------------

SUPERIOR ENERGY SERVICES, INC.

Ticker:       SPN            Security ID:  868157108
Meeting Date: MAY 22, 2015   Meeting Type: Annual
Record Date:  APR 08, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Harold J. Bouillion      For       For          Management
1.2   Elect Director David D. Dunlap          For       For          Management
1.3   Elect Director James M. Funk            For       For          Management
1.4   Elect Director Terence E. Hall          For       For          Management
1.5   Elect Director Peter D. Kinnear         For       For          Management
1.6   Elect Director Michael M. McShane       For       For          Management
1.7   Elect Director W. Matt Ralls            For       For          Management
1.8   Elect Director Justin L. Sullivan       For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

SVB FINANCIAL GROUP

Ticker:       SIVB           Security ID:  78486Q101
Meeting Date: APR 23, 2015   Meeting Type: Annual
Record Date:  FEB 24, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Greg W. Becker           For       For          Management
1.2   Elect Director Eric A. Benhamou         For       For          Management
1.3   Elect Director David M. Clapper         For       For          Management
1.4   Elect Director Roger F. Dunbar          For       For          Management
1.5   Elect Director Joel P. Friedman         For       For          Management
1.6   Elect Director C. Richard Kramlich      For       For          Management
1.7   Elect Director Lata Krishnan            For       For          Management
1.8   Elect Director Jeffrey N. Maggioncalda  For       For          Management
1.9   Elect Director Kate D. Mitchell         For       For          Management
1.10  Elect Director John F. Robinson         For       For          Management
1.11  Elect Director Garen K. Staglin         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

TABLEAU SOFTWARE, INC.

Ticker:       DATA           Security ID:  87336U105
Meeting Date: MAY 11, 2015   Meeting Type: Annual
Record Date:  MAR 18, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Forest Baskett           For       For          Management
1.2   Elect Director Billy Bosworth           For       For          Management
1.3   Elect Director Patrick Hanrahan         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

TEMPUR SEALY INTERNATIONAL, INC.

Ticker:       TPX            Security ID:  88023U101
Meeting Date: MAY 08, 2015   Meeting Type: Proxy Contest
Record Date:  MAR 11, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (White Card)           None
1a    Elect Director Evelyn S. Dilsaver       For       For          Management
1b    Elect Director Frank Doyle              For       For          Management
1c    Elect Director John A. Heil             For       For          Management
1d    Elect Director Peter K. Hoffman         For       For          Management
1e    Elect Director Paul Judge               For       For          Management
1f    Elect Director Nancy F. Koehn           For       For          Management
1g    Elect Director Christopher A. Masto     For       Against      Management
1h    Elect Director P. Andrews McLane        For       Against      Management
1i    Elect Director Lawrence J. Rogers       For       For          Management
1j    Elect Director Mark Sarvary             For       Against      Management
1k    Elect Director Robert B. Trussell, Jr.  For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (Blue Card)             None
1a    Management Nominee - Evelyn S. Dilsaver None      Did Not Vote Shareholder
1b    Management Nominee - Frank Doyle        None      Did Not Vote Shareholder
1c    Management Nominee - John A. Heil       None      Did Not Vote Shareholder
1d    Management Nominee - Peter K. Hoffman   None      Did Not Vote Shareholder
1e    Management Nominee - Paul Judge         None      Did Not Vote Shareholder
1f    Management Nominee - Nancy F. Koehn     None      Did Not Vote Shareholder
1g    Management Nominee - Lawrence J. Rogers None      Did Not Vote Shareholder
1h    Management Nominee - Robert B.          None      Did Not Vote Shareholder
      Trussell, Jr.
2     Ratify Ernst & Young LLP as Auditors    None      Did Not Vote Management
3     Amend Executive Incentive Bonus Plan    None      Did Not Vote Management
4     Advisory Vote to Ratify Named           None      Did Not Vote Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

TESARO, INC.

Ticker:       TSRO           Security ID:  881569107
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Leon (Lonnie) O.         For       For          Management
      Moulder, Jr.
1.2   Elect Director Mary Lynne Hedley        For       For          Management
1.3   Elect Director David M. Mott            For       For          Management
1.4   Elect Director Lawrence M. Alleva       For       For          Management
1.5   Elect Director James O. Armitage        For       For          Management
1.6   Elect Director Earl M. (Duke) Collier,  For       For          Management
      Jr.
1.7   Elect Director Garry A. Nicholson       For       For          Management
1.8   Elect Director Arnold L. Oronsky        For       For          Management
1.9   Elect Director Beth Seidenberg          For       For          Management
2     Ratify Ernst & Young, LLP as Auditors   For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Approve Non-Employee Director Omnibus   For       Against      Management
      Stock Plan


--------------------------------------------------------------------------------

TETRAPHASE PHARMACEUTICALS, INC.

Ticker:       TTPH           Security ID:  88165N105
Meeting Date: JUN 10, 2015   Meeting Type: Annual
Record Date:  APR 14, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey A. Chodakewitz   For       For          Management
1.2   Elect Director Gerri Henwood            For       For          Management
1.3   Elect Director Guy Macdonald            For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

THE BOSTON BEER COMPANY, INC.

Ticker:       SAM            Security ID:  100557107
Meeting Date: MAY 27, 2015   Meeting Type: Annual
Record Date:  MAR 30, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David A. Burwick         For       For          Management
1.2   Elect Director Pearson C. Cummin, III   For       For          Management
1.3   Elect Director Jean-Michel Valette      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

THE HABIT RESTAURANTS, INC.

Ticker:       HABT           Security ID:  40449J103
Meeting Date: JUN 23, 2015   Meeting Type: Annual
Record Date:  MAY 04, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ira Fils                 For       For          Management
1.2   Elect Director Christopher Reilly       For       For          Management
2     Ratify Moss Adams LLP as Auditors       For       For          Management


--------------------------------------------------------------------------------

THE MIDDLEBY CORPORATION

Ticker:       MIDD           Security ID:  596278101
Meeting Date: MAY 12, 2015   Meeting Type: Annual
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Selim A. Bassoul         For       For          Management
1.2   Elect Director Sarah Palisi Chapin      For       For          Management
1.3   Elect Director Robert B. Lamb           For       For          Management
1.4   Elect Director John R. Miller, III      For       For          Management
1.5   Elect Director Gordon O'Brien           For       For          Management
1.6   Elect Director Philip G. Putnam         For       For          Management
1.7   Elect Director Sabin C. Streeter        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

THE ULTIMATE SOFTWARE GROUP, INC.

Ticker:       ULTI           Security ID:  90385D107
Meeting Date: MAY 18, 2015   Meeting Type: Annual
Record Date:  MAR 24, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Marc D. Scherr           For       For          Management
1b    Elect Director Rick A. Wilber           For       For          Management
1c    Elect Director James A. FitzPatrick,    For       For          Management
      Jr.
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 05, 2015   Meeting Type: Annual
Record Date:  MAR 09, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cynthia T. Jamison       For       For          Management
1.2   Elect Director Johnston C. Adams        For       For          Management
1.3   Elect Director Peter D. Bewley          For       For          Management
1.4   Elect Director Richard W. Frost         For       For          Management
1.5   Elect Director Keith R. Halbert         For       For          Management
1.6   Elect Director George MacKenzie         For       For          Management
1.7   Elect Director Edna K. Morris           For       For          Management
1.8   Elect Director Gregory A. Sandfort      For       For          Management
1.9   Elect Director Mark J. Weikel           For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

TRANSDIGM GROUP INCORPORATED

Ticker:       TDG            Security ID:  893641100
Meeting Date: OCT 02, 2014   Meeting Type: Special
Record Date:  AUG 11, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Stock Option Plan               For       Against      Management


--------------------------------------------------------------------------------

TRANSDIGM GROUP INCORPORATED

Ticker:       TDG            Security ID:  893641100
Meeting Date: MAR 05, 2015   Meeting Type: Annual
Record Date:  JAN 05, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Dries            For       For          Management
1.2   Elect Director W. Nicholas Howley       For       For          Management
1.3   Elect Director Raymond Laubenthal       For       For          Management
1.4   Elect Director Robert Small             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

ULTA SALON, COSMETICS & FRAGRANCE, INC.

Ticker:       ULTA           Security ID:  90384S303
Meeting Date: JUN 03, 2015   Meeting Type: Annual
Record Date:  APR 06, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. DiRomualdo     For       For          Management
1.2   Elect Director Catherine A. Halligan    For       For          Management
1.3   Elect Director Lorna E. Nagler          For       For          Management
1.4   Elect Director Michelle L. Collins      For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

UNDER ARMOUR, INC.

Ticker:       UA             Security ID:  904311107
Meeting Date: APR 29, 2015   Meeting Type: Annual
Record Date:  FEB 25, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin A. Plank           For       For          Management
1.2   Elect Director Byron K. Adams, Jr.      For       For          Management
1.3   Elect Director George W. Bodenheimer    For       For          Management
1.4   Elect Director Douglas E. Coltharp      For       For          Management
1.5   Elect Director Anthony W. Deering       For       For          Management
1.6   Elect Director Karen W. Katz            For       For          Management
1.7   Elect Director A.B. Krongard            For       For          Management
1.8   Elect Director William R. McDermott     For       For          Management
1.9   Elect Director Eric T. Olson            For       For          Management
1.10  Elect Director Harvey L. Sanders        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

UNITED RENTALS, INC.

Ticker:       URI            Security ID:  911363109
Meeting Date: MAY 06, 2015   Meeting Type: Annual
Record Date:  MAR 09, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jenne K. Britell         For       For          Management
1.2   Elect Director Jose B. Alvarez          For       For          Management
1.3   Elect Director Bobby J. Griffin         For       For          Management
1.4   Elect Director Michael J. Kneeland      For       For          Management
1.5   Elect Director Singleton B. McAllister  For       For          Management
1.6   Elect Director Brian D. McAuley         For       For          Management
1.7   Elect Director John S. McKinney         For       For          Management
1.8   Elect Director James H. Ozanne          For       For          Management
1.9   Elect Director Jason D. Papastavrou     For       For          Management
1.10  Elect Director Filippo Passerini        For       For          Management
1.11  Elect Director Donald C. Roof           For       For          Management
1.12  Elect Director Keith Wimbush            For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

VALMONT INDUSTRIES, INC.

Ticker:       VMI            Security ID:  920253101
Meeting Date: APR 28, 2015   Meeting Type: Annual
Record Date:  MAR 02, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Daniel P. Neary          For       For          Management
1.2   Elect Director Kenneth E. Stinson       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

VERIFONE SYSTEMS, INC.

Ticker:       PAY            Security ID:  92342Y109
Meeting Date: MAR 26, 2015   Meeting Type: Annual
Record Date:  JAN 30, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert W. Alspaugh       For       For          Management
1.2   Elect Director Karen Austin             For       For          Management
1.3   Elect Director Paul Galant              For       For          Management
1.4   Elect Director Alex W. (Pete) Hart      For       For          Management
1.5   Elect Director Robert B. Henske         For       For          Management
1.6   Elect Director Wenda Harris Millard     For       For          Management
1.7   Elect Director Eitan Raff               For       For          Management
1.8   Elect Director Jonathan I. Schwartz     For       For          Management
1.9   Elect Director Jane J. Thompson         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION

Ticker:       WAB            Security ID:  929740108
Meeting Date: MAY 13, 2015   Meeting Type: Annual
Record Date:  MAR 17, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Hehir           For       For          Management
1.2   Elect Director Michael W.D. Howell      For       For          Management
1.3   Elect Director Nickolas W. Vande Steeg  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

WYNDHAM WORLDWIDE CORPORATION

Ticker:       WYN            Security ID:  98310W108
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 19, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen P. Holmes        For       For          Management
1.2   Elect Director Myra J. Biblowit         For       For          Management
1.3   Elect Director James E. Buckman         For       For          Management
1.4   Elect Director George Herrera           For       For          Management
1.5   Elect Director Brian Mulroney           For       For          Management
1.6   Elect Director Pauline D.E. Richards    For       For          Management
1.7   Elect Director Michael H. Wargotz       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

ZEBRA TECHNOLOGIES CORPORATION

Ticker:       ZBRA           Security ID:  989207105
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 24, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard L. Keyser        For       For          Management
1.2   Elect Director Ross W. Manire           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify Ernst & Young LLP as Auditors    For       For          Management

================================ END NPX REPORT ================================


                                   SIGNATURES


     Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                        Registrant:  AB Discovery Growth
                                                     Fund, Inc.


                                        By: Robert M. Keith*
                                            -----------------------
                                            Chief Executive Officer



                                        Date:  August 31, 2015


*By: /s/ Emilie D. Wrapp
     --------------------
         Emilie D. Wrapp
         Secretary



                               POWER OF ATTORNEY

            KNOW ALL PERSONS BY THESE PRESENTS, that the person whose signature
appears below hereby revokes all prior powers granted by the undersigned to the
extent inconsistent herewith and constitutes and appoints Robert M. Keith,
Emilie D. Wrapp, Eric C. Freed, Nancy E. Hay and Stephen J. Laffey and each of
them, to act severally as attorney-in-fact and agent, with power of substitution
and resubstitution, for the undersigned in any and all capacities, solely for
the purpose of signing the respective Registration Statements, and any
amendments thereto, on Form N-1A and any other filings of:

-AB Blended Style Series, Inc.
-AB Bond Fund, Inc.
-AB Cap Fund, Inc.
-AB Core Opportunities Fund, Inc.
-AB Corporate Shares
-AB Discovery Growth Fund, Inc.
-AB Equity Income Fund, Inc.
-AB Exchange Reserves
-AB Fixed-Income Shares, Inc.
-AB Global Bond Fund, Inc.
-AB Global Real Estate Investment Fund, Inc.
-AB Global Risk Allocation Fund, Inc.
-AB Global Thematic Growth Fund, Inc.
-AB Growth and Income Fund, Inc.
-AB High Income Fund, Inc.
-AB Institutional Funds, Inc.
-AB International Growth Fund, Inc.
-AB Large Cap Growth Fund, Inc.
-AB Municipal Income Fund, Inc.
-AB Municipal Income Fund II
-AB Trust
-AB Unconstrained Bond Fund, Inc.
-AB Variable Products Series Fund, Inc.
-The AB Portfolios
-The AB Pooling Portfolios
-Sanford C. Bernstein Fund II, Inc.

and filing the same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, hereby ratifying and
confirming all that said attorneys-in-fact, or their substitute or substitutes,
may do or cause to be done by virtue hereof.


                                           /s/ Robert M. Keith
                                           ------------------------
                                           Robert M. Keith


Dated: August 4, 2015