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:
                                 Paul M. Miller
                              Seward & Kissel LLP
                               901 K Street, N.W.
                                   Suite 800
                             Washington, D.C. 20001

                      Date of fiscal year end:  July 31

             Date of reporting period: July 1, 2016 - June 30, 2017




Item 1.  Proxy Voting Record.

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

ICA File Number: 811-00204
Reporting Period: 07/01/2016 - 06/30/2017
AB Discovery Growth Fund, Inc.









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


2U, INC.

Ticker:       TWOU           Security ID:  90214J101
Meeting Date: JUN 05, 2017   Meeting Type: Annual
Record Date:  APR 24, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sallie L. Krawcheck      For       For          Management
1.2   Elect Director Mark J. Chernis          For       For          Management
1.3   Elect Director John M. Larson           For       For          Management
1.4   Elect Director Edward S. Macias         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan


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A. O. SMITH CORPORATION

Ticker:       AOS            Security ID:  831865209
Meeting Date: APR 13, 2017   Meeting Type: Annual
Record Date:  FEB 21, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gloster B. Current, Jr.  For       For          Management
1.2   Elect Director William P. Greubel       For       For          Management
1.3   Elect Director Idelle K. Wolf           For       For          Management
1.4   Elect Director Gene C. Wulf             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


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ADVANCED DISPOSAL SERVICES, INC.

Ticker:       ADSW           Security ID:  00790X101
Meeting Date: MAY 24, 2017   Meeting Type: Annual
Record Date:  MAR 27, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jared Parker             For       For          Management
1.2   Elect Director Matthew Rinklin          For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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ADVANCEPIERRE FOODS HOLDINGS, INC.

Ticker:       APFH           Security ID:  00782L107
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  APR 04, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neil F. Dimick           None      None         Management
      *Withdrawn Resolution*
1.2   Elect Director Stephen A. Kaplan        For       For          Management
1.3   Elect Director Christopher D. Sliva     For       For          Management
2     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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AFFILIATED MANAGERS GROUP, INC.

Ticker:       AMG            Security ID:  008252108
Meeting Date: JUN 13, 2017   Meeting Type: Annual
Record Date:  APR 17, 2017

#     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     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Provide Directors May Be Removed With   For       For          Management
      or Without Cause
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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AKORN, INC.

Ticker:       AKRX           Security ID:  009728106
Meeting Date: JUL 01, 2016   Meeting Type: Annual
Record Date:  MAY 11, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John N. Kapoor           For       For          Management
1.2   Elect Director Kenneth S. Abramowitz    For       For          Management
1.3   Elect Director Adrienne L. Graves       For       For          Management
1.4   Elect Director Ronald M. Johnson        For       For          Management
1.5   Elect Director Steven J. Meyer          For       For          Management
1.6   Elect Director Terry Allison Rappuhn    For       For          Management
1.7   Elect Director Brian Tambi              For       For          Management
1.8   Elect Director Alan Weinstein           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


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AKORN, INC.

Ticker:       AKRX           Security ID:  009728106
Meeting Date: DEC 16, 2016   Meeting Type: Special
Record Date:  OCT 28, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
2     Amend Omnibus Stock Plan                For       For          Management


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AKORN, INC.

Ticker:       AKRX           Security ID:  009728106
Meeting Date: APR 27, 2017   Meeting Type: Annual
Record Date:  MAR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Kapoor              For       For          Management
1.2   Elect Director Kenneth Abramowitz       For       For          Management
1.3   Elect Director Adrienne Graves          For       For          Management
1.4   Elect Director Ronald Johnson           For       For          Management
1.5   Elect Director Steven Meyer             For       For          Management
1.6   Elect Director Terry Allison Rappuhn    For       For          Management
1.7   Elect Director Brian Tambi              For       For          Management
1.8   Elect Director Alan Weinstein           For       For          Management
2     Ratify BDO USA, LLP as Auditors         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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ALDER BIOPHARMACEUTICALS, INC.

Ticker:       ALDR           Security ID:  014339105
Meeting Date: MAY 24, 2017   Meeting Type: Annual
Record Date:  APR 21, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall C. Schatzman     For       For          Management
1.2   Elect Director Heather Preston          For       Withhold     Management
1.3   Elect Director Clay B. Siegall          For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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ALIGN TECHNOLOGY, INC.

Ticker:       ALGN           Security ID:  016255101
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  MAR 22, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph M. Hogan          For       For          Management
1.2   Elect Director Joseph Lacob             For       For          Management
1.3   Elect Director C. Raymond Larkin, Jr.   For       For          Management
1.4   Elect Director George J. Morrow         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 Susan E. Siegel          For       For          Management
1.9   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
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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AMETEK, INC.

Ticker:       AME            Security ID:  031100100
Meeting Date: MAY 09, 2017   Meeting Type: Annual
Record Date:  MAR 24, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas A. Amato          For       For          Management
1.2   Elect Director Anthony J. Conti         For       For          Management
1.3   Elect Director Frank S. Hermance        For       For          Management
1.4   Elect Director Gretchen W. McClain      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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AMSURG CORP.

Ticker:       AMSG           Security ID:  03232P405
Meeting Date: NOV 28, 2016   Meeting Type: Special
Record Date:  OCT 07, 2016

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


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ARISTA NETWORKS, INC.

Ticker:       ANET           Security ID:  040413106
Meeting Date: JUN 01, 2017   Meeting Type: Annual
Record Date:  APR 12, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark Templeton           For       For          Management
1.2   Elect Director Nikos Theodosopoulos     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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ASPEN TECHNOLOGY, INC.

Ticker:       AZPN           Security ID:  045327103
Meeting Date: DEC 08, 2016   Meeting Type: Annual
Record Date:  OCT 20, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert M. Whelan, Jr.    For       For          Management
1.2   Elect Director Donald P. Casey          For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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ATLASSIAN CORPORATION PLC

Ticker:       TEAM           Security ID:  G06242104
Meeting Date: DEC 06, 2016   Meeting Type: Annual
Record Date:  OCT 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Report             For       For          Management
3     Approve Remuneration Policy             For       Against      Management
4     Appoint Ernst & Young LLP as Auditors   For       For          Management
5     Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
6     Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
7     Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
8     Amend Articles of Association           For       For          Management


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BLUEPRINT MEDICINES CORPORATION

Ticker:       BPMC           Security ID:  09627Y109
Meeting Date: JUN 20, 2017   Meeting Type: Annual
Record Date:  APR 24, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alexis Borisy            For       Withhold     Management
1.2   Elect Director Lonnel Coats             For       For          Management
1.3   Elect Director Charles A. Rowland, Jr.  For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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BRIGHT HORIZONS FAMILY SOLUTIONS INC.

Ticker:       BFAM           Security ID:  109194100
Meeting Date: JUN 01, 2017   Meeting Type: Annual
Record Date:  APR 04, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Sara Lawrence-Lightfoot  For       For          Management
1b    Elect Director David H. Lissy           For       For          Management
1c    Elect Director Cathy E. Minehan         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
4     Amend Omnibus Stock Plan                For       For          Management
5     Approve Executive Incentive Bonus Plan  For       For          Management


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BUFFALO WILD WINGS, INC.

Ticker:       BWLD           Security ID:  119848109
Meeting Date: JUN 02, 2017   Meeting Type: Proxy Contest
Record Date:  APR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
      Management Proxy (Yellow Proxy Card)    None
1.1   Elect Director Cynthia L. Davis         For       Did Not Vote Management
1.2   Elect Director Andre J. Fernandez       For       Did Not Vote Management
1.3   Elect Director Janice L. Fields         For       Did Not Vote Management
1.4   Elect Director Harry A. Lawton          For       Did Not Vote Management
1.5   Elect Director J. Oliver Maggard        For       Did Not Vote Management
1.6   Elect Director Jerry R. Rose            For       Did Not Vote Management
1.7   Elect Director Sam B. Rovit             For       Did Not Vote Management
1.8   Elect Director Harmit J. Singh          For       Did Not Vote Management
1.9   Elect Director Sally J. Smith           For       Did Not Vote Management
2     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  Did Not Vote Management
4     Approve Omnibus Stock Plan              For       Did Not Vote Management
5     Ratify KPMG LLP as Auditors             For       Did Not Vote Management
#     Proposal                                Diss Rec  Vote Cast    Sponsor
      Dissident Proxy (White Proxy Card)      None
1.1   Elect Director Scott O. Bergren         For       For          Shareholder
1.2   Elect Director Richard T. McGuire, III  For       For          Shareholder
1.3   Management Nominee Sam B. Rovit         For       For          Shareholder
1.4   Elect Director Emil Lee Sanders         For       For          Shareholder
1.5   Management Nominee Andre J. Fernandez   For       For          Shareholder
1.6   Management Nominee Janice L. Fields     For       For          Shareholder
1.7   Management Nominee Harry A. Lawton      For       For          Shareholder
1.8   Management Nominee Harmit J. Singh      For       For          Shareholder
1.9   Management Nominee Sally J. Smith       For       For          Shareholder
2     Amend Bylaws                            For       For          Management
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Approve Omnibus Stock Plan              For       For          Management


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BURLINGTON STORES, INC.

Ticker:       BURL           Security ID:  122017106
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  MAR 23, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ted English              For       For          Management
1.2   Elect Director Jordan Hitch             For       For          Management
1.3   Elect Director Mary Ann Tocio           For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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CARLISLE COMPANIES INCORPORATED

Ticker:       CSL            Security ID:  142339100
Meeting Date: APR 26, 2017   Meeting Type: Annual
Record Date:  MAR 01, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert G. Bohn           For       For          Management
1b    Elect Director Terry D. Growcock        For       For          Management
1c    Elect Director Gregg A. Ostrander       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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CLOVIS ONCOLOGY, INC.

Ticker:       CLVS           Security ID:  189464100
Meeting Date: JUN 08, 2017   Meeting Type: Annual
Record Date:  APR 10, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Keith Flaherty           For       For          Management
1.2   Elect Director Ginger L. Graham         For       For          Management
1.3   Elect Director Edward J. McKinley       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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COSTAR GROUP, INC.

Ticker:       CSGP           Security ID:  22160N109
Meeting Date: JUN 06, 2017   Meeting Type: Annual
Record Date:  APR 10, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael R. Klein         For       For          Management
1b    Elect Director Andrew C. Florance       For       For          Management
1c    Elect Director Laura Cox Kaplan         For       For          Management
1d    Elect Director Michael J. Glosserman    For       For          Management
1e    Elect Director Warren H. Haber          For       For          Management
1f    Elect Director John W. Hill             For       For          Management
1g    Elect Director Christopher J. Nassetta  For       For          Management
1h    Elect Director David J. Steinberg       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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CYBERARK SOFTWARE LTD.

Ticker:       CYBR           Security ID:  M2682V108
Meeting Date: JUN 27, 2017   Meeting Type: Annual
Record Date:  MAY 19, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Ron Gutler as director for a    For       For          Management
      three-year term
1.2   Reelect Kim Perdikou as director for a  For       For          Management
      three-year term
1.3   Reelect Gadi Tirosh as director for a   For       For          Management
      two-year term
2     Ratify grant of options to purchase     For       For          Management
      shares, RSU, and performance share
      units, to Ehud (Udi) Mokady, Chairman
      and CEO, for 2017
3     Ratify amendment to the equity          For       For          Management
      compensation arrangements provided to
      the Company's newly appointed
      non-executive directors, enabling
      reduction of equity awards
4     Ratify revisions to the Company's       For       For          Management
      liability insurance coverage in favor
      of the Company's directors, CEO and
      other officers
5     Ratify articles amendment Re: increase  For       For          Management
      maximum number of directors on the
      Company's board of directors, or
      Board, from eleven to nine
6     Reappoint Kost Forer Gabbay & Kasierer  For       For          Management
      as Auditors and Authorize Board to Fix
      Their Remuneration
A     Vote FOR if you are a controlling       None      Against      Management
      shareholder or have a personal
      interest in one or several
      resolutions, as indicated in the proxy
      card; otherwise, vote AGAINST. You may
      not abstain. If you vote FOR, please
      provide an explanation to your account
      manager


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DAVE & BUSTER'S ENTERTAINMENT, INC.

Ticker:       PLAY           Security ID:  238337109
Meeting Date: JUN 08, 2017   Meeting Type: Annual
Record Date:  APR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Victor L. Crawford       For       For          Management
1.2   Elect Director Hamish A. Dodds          For       For          Management
1.3   Elect Director Michael J. Griffith      For       For          Management
1.4   Elect Director Jonathan S. Halkyard     For       For          Management
1.5   Elect Director Stephen M. King          For       For          Management
1.6   Elect Director Patricia M. Mueller      For       For          Management
1.7   Elect Director Kevin M. Sheehan         For       For          Management
1.8   Elect Director Jennifer Storms          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Eliminate Supermajority Vote            For       For          Management
      Requirement to Amend Certificate of
      Incorporation
5     Eliminate Supermajority Vote            For       For          Management
      Requirement to Amend Bylaws
6     Amend Certificate of Incorporation to   For       For          Management
      Eliminate Obsolete Provisions
7     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 15, 2017   Meeting Type: Annual/Special
Record Date:  MAY 11, 2017

#     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 Loses and Absence  For       For          Management
      of Dividends
4     Approve Auditors' Special Report on     For       For          Management
      Related-Party Transactions Regarding
      New Transactions
5     Renew Appointment of Deloitte &         For       For          Management
      associes as Auditor
6     Acknowledge End of Mandate of BEAS as   For       For          Management
      Alternate Auditor, and Approve
      Decision to Neither Renew nor Replace
      the Alternate Auditor
7     Elect Julie O'Neill as Director         For       For          Management
8     Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 600,000
9     Approve Remuneration Policy of          For       For          Management
      Pierre-Henri Benhamou, Chairman and CEO
10    Approve Remuneration Policy of David    For       For          Management
      Schilansky, Vice-CEO
11    Approve Remuneration Policy of Laurent  For       For          Management
      Martin, Vice-CEO
12    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
13    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
14    Authorize up to 5.5 Percent of Issued   For       For          Management
      Capital for Use in Stock Option Plans
15    Authorize up to 5 Percent of Issued     For       For          Management
      Capital for Use in Restricted Stock
      Plans
16    Approve Issuance of Warrants (BSA,      For       For          Management
      BSAANE and/or BSAAR) without
      Preemptive Rights up to 2 Percent of
      Issued Capital Reserved for Corporate
      Officers, Scientific Committee
      Members, Employees, Consultants and/or
      Subsidiaries
17    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
18    Amend Article 36 of Bylaws Re: Auditors For       For          Management
19    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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DENTSPLY SIRONA INC.

Ticker:       XRAY           Security ID:  24906P109
Meeting Date: MAY 24, 2017   Meeting Type: Annual
Record Date:  MAR 27, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael C. Alfano        For       For          Management
1b    Elect Director David K. Beecken         For       For          Management
1c    Elect Director Eric K. Brandt           For       For          Management
1d    Elect Director Michael J. Coleman       For       For          Management
1e    Elect Director Willie A. Deese          For       For          Management
1f    Elect Director Thomas Jetter            For       For          Management
1g    Elect Director Arthur D. Kowaloff       For       For          Management
1h    Elect Director Harry M. Jansen          For       For          Management
      Kraemer, Jr.
1i    Elect Director Francis J. Lunger        For       For          Management
1j    Elect Director Jeffrey T. Slovin        For       For          Management
1k    Elect Director Bret W. Wise             For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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DEXCOM, INC.

Ticker:       DXCM           Security ID:  252131107
Meeting Date: MAY 31, 2017   Meeting Type: Annual
Record Date:  APR 07, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard Collins          For       For          Management
1b    Elect Director Mark Foletta             For       For          Management
1c    Elect Director Eric J. Topol            For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Increase Authorized Common Stock        For       For          Management


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ELLIE MAE, INC.

Ticker:       ELLI           Security ID:  28849P100
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  MAR 22, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Karen Blasing            For       For          Management
1.2   Elect Director Jonathan Corr            For       For          Management
1.3   Elect Director Robert J. Levin          For       For          Management
1.4   Elect Director Jeb S. Spencer           For       For          Management
2     Ratify Grant Thornton LLP as Auditors   For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       Against   For          Shareholder


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EXPEDIA, INC.

Ticker:       EXPE           Security ID:  30212P303
Meeting Date: SEP 14, 2016   Meeting Type: Annual
Record Date:  AUG 09, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Susan C. Athey           For       For          Management
1b    Elect Director A. George 'Skip' Battle  For       For          Management
1c    Elect Director Pamela L. Coe            For       For          Management
1d    Elect Director Barry Diller             For       For          Management
1e    Elect Director Jonathan L. Dolgen       For       Withhold     Management
1f    Elect Director Craig A. Jacobson        For       For          Management
1g    Elect Director Victor A. Kaufman        For       For          Management
1h    Elect Director Peter M. Kern            For       For          Management
1i    Elect Director Dara Khosrowshahi        For       For          Management
1j    Elect Director John C. Malone           For       Withhold     Management
1k    Elect Director Scott Rudin              For       For          Management
1l    Elect Director Christopher W. Shean     For       For          Management
1m    Elect Director Alexander Von            For       For          Management
      Furstenberg
2     Amend Omnibus Stock Plan                For       Against      Management
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

EXPEDIA, INC.

Ticker:       EXPE           Security ID:  30212P303
Meeting Date: JUN 13, 2017   Meeting Type: Annual
Record Date:  APR 17, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Susan C. Athey           For       For          Management
1b    Elect Director A. George "Skip" Battle  For       For          Management
1c    Elect Director Chelsea Clinton          For       For          Management
1d    Elect Director Pamela L. Coe            For       For          Management
1e    Elect Director Barry Diller             For       For          Management
1f    Elect Director Jonathan L. Dolgen       For       For          Management
1g    Elect Director Craig A. Jacobson        For       For          Management
1h    Elect Director Victor A. Kaufman        For       Withhold     Management
1i    Elect Director Peter M. Kern            For       Withhold     Management
1j    Elect Director Dara Khosrowshahi        For       For          Management
1k    Elect Director John C. Malone           For       Withhold     Management
1l    Elect Director Scott Rudin              For       For          Management
1m    Elect Director Christopher W. Shean     For       For          Management
1n    Elect Director Alexander von            For       For          Management
      Furstenberg
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     One Year     Management
                                              Years
4     Ratify Ernst & Young LLP as Auditors    For       For          Management
5     Report on Political Contributions and   Against   For          Shareholder
      Expenditures


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

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 02, 2017   Meeting Type: Annual
Record Date:  MAR 07, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Wright         For       For          Management
1.2   Elect Director Glenn M. Alger           For       For          Management
1.3   Elect Director James M. DuBois          For       For          Management
1.4   Elect Director Mark A. Emmert           For       For          Management
1.5   Elect Director Diane H. Gulyas          For       For          Management
1.6   Elect Director Dan P. Kourkoumelis      For       For          Management
1.7   Elect Director Richard B. McCune        For       For          Management
1.8   Elect Director Alain Monie              For       For          Management
1.9   Elect Director Jeffrey S. Musser        For       For          Management
1.10  Elect Director Liane J. Pelletier       For       For          Management
1.11  Elect Director Tay Yoshitani            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify KPMG LLP as Auditors             For       For          Management
6     Link Executive Compensation to          Against   Against      Shareholder
      Sustainability Performance


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

FINISAR CORPORATION

Ticker:       FNSR           Security ID:  31787A507
Meeting Date: SEP 06, 2016   Meeting Type: Annual
Record Date:  JUL 15, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jerry S. Rawls           For       For          Management
1.2   Elect Director Robert N. Stephens       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


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

FIRST REPUBLIC BANK

Ticker:       FRC            Security ID:  33616C100
Meeting Date: MAY 09, 2017   Meeting Type: Annual
Record Date:  MAR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James H. Herbert, II     For       For          Management
1b    Elect Director Katherine August-deWilde For       For          Management
1c    Elect Director Thomas J. Barrack, Jr.   For       For          Management
1d    Elect Director Frank J. Fahrenkopf, Jr. For       For          Management
1e    Elect Director L. Martin Gibbs          For       For          Management
1f    Elect Director Boris Groysberg          For       For          Management
1g    Elect Director Sandra R. Hernandez      For       For          Management
1h    Elect Director Pamela J. Joyner         For       For          Management
1i    Elect Director Reynold Levy             For       For          Management
1j    Elect Director Duncan L. Niederauer     For       For          Management
1k    Elect Director George G.C. Parker       For       For          Management
1l    Elect Director Cheryl Spielman          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
6     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
7     Prepare Employment Diversity Report     Against   Against      Shareholder
      and Report on Diversity Policies


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

FIVE BELOW, INC.

Ticker:       FIVE           Security ID:  33829M101
Meeting Date: JUN 20, 2017   Meeting Type: Annual
Record Date:  APR 25, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Joel D. Anderson         For       For          Management
1b    Elect Director Kathleen S. Barclay      For       For          Management
1c    Elect Director Thomas M. Ryan           For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management


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

GENESEE & WYOMING INC.

Ticker:       GWR            Security ID:  371559105
Meeting Date: MAY 24, 2017   Meeting Type: Annual
Record Date:  MAR 27, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John C. Hellmann         For       For          Management
1.2   Elect Director Albert J. Neupaver       For       For          Management
1.3   Elect Director Joseph H. Pyne           For       For          Management
1.4   Elect Director Hunter C. Smith          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

GLAUKOS CORPORATION

Ticker:       GKOS           Security ID:  377322102
Meeting Date: MAY 31, 2017   Meeting Type: Annual
Record Date:  APR 05, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William J. Link          For       Withhold     Management
1.2   Elect Director Jonathan T. Silverstein  For       For          Management
1.3   Elect Director Aimee S. Weisner         For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

GRAND CANYON EDUCATION, INC.

Ticker:       LOPE           Security ID:  38526M106
Meeting Date: JUN 14, 2017   Meeting Type: Annual
Record Date:  APR 20, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian E. Mueller         For       For          Management
1.2   Elect Director Sara R. Dial             For       For          Management
1.3   Elect Director Jack A. Henry            For       For          Management
1.4   Elect Director Kevin F. Warren          For       For          Management
1.5   Elect Director David J. Johnson         For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify KPMG LLP as Auditors             For       For          Management


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

GRUBHUB INC.

Ticker:       GRUB           Security ID:  400110102
Meeting Date: MAY 11, 2017   Meeting Type: Annual
Record Date:  MAR 17, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lloyd Frink              For       For          Management
1.2   Elect Director Girish Lakshman          For       For          Management
1.3   Elect Director Keith Richman            For       Withhold     Management
2     Ratify Crowe Horwath LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

GUIDEWIRE SOFTWARE, INC.

Ticker:       GWRE           Security ID:  40171V100
Meeting Date: DEC 01, 2016   Meeting Type: Annual
Record Date:  OCT 07, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Craig Conway             For       For          Management
1.2   Elect Director Guy Dubois               For       For          Management
2     Adopt the Jurisdiction of               For       For          Management
      Incorporation as the Exclusive Forum
      for Certain Disputes
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

HEXCEL CORPORATION

Ticker:       HXL            Security ID:  428291108
Meeting Date: MAY 04, 2017   Meeting Type: Annual
Record Date:  MAR 09, 2017

#     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 L. Pugh            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

HUBSPOT, INC.

Ticker:       HUBS           Security ID:  443573100
Meeting Date: JUN 07, 2017   Meeting Type: Annual
Record Date:  APR 12, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Julie Herendeen          For       Withhold     Management
1.2   Elect Director Michael Simon            For       Withhold     Management
1.3   Elect Director Jay Simons               For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

ICON PLC

Ticker:       ICLR           Security ID:  G4705A100
Meeting Date: JUL 22, 2016   Meeting Type: Annual
Record Date:  MAY 27, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Hall             For       For          Management
1.2   Elect Director John Climax              For       For          Management
1.3   Elect Director Steve Cutler             For       For          Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
4     Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights
5     Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
6     Authorise Share Repurchase Program      For       For          Management
7     Approve the Price Range for the         For       For          Management
      Reissuance of Shares
8     Amend Articles of Association           For       For          Management
9     Amend Memorandum of Association         For       For          Management


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

IDEX CORPORATION

Ticker:       IEX            Security ID:  45167R104
Meeting Date: APR 26, 2017   Meeting Type: Annual
Record Date:  MAR 01, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Andrew K. Silvernail     For       For          Management
1.2   Elect Director Katrina L. Helmkamp      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


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

IMAX CORPORATION

Ticker:       IMAX           Security ID:  45245E109
Meeting Date: JUN 06, 2017   Meeting Type: Annual
Record Date:  APR 11, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Neil S. Braun            For       For          Management
1.2   Elect Director Eric A. Demirian         For       Withhold     Management
1.3   Elect Director Kevin Douglas            For       For          Management
1.4   Elect Director Greg Foster              For       For          Management
1.5   Elect Director Richard L. Gelfond       For       For          Management
1.6   Elect Director David W. Leebron         For       For          Management
1.7   Elect Director Michael Lynne            For       Withhold     Management
1.8   Elect Director Michael MacMillan        For       For          Management
1.9   Elect Director Dana Settle              For       For          Management
1.10  Elect Director Darren Throop            For       Withhold     Management
1.11  Elect Director Bradley J. Wechsler      For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

LAZARD LTD

Ticker:       LAZ            Security ID:  G54050102
Meeting Date: APR 25, 2017   Meeting Type: Annual
Record Date:  MAR 02, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kenneth M. Jacobs        For       For          Management
1.2   Elect Director Michelle Jarrard         For       For          Management
1.3   Elect Director Philip A. Laskawy        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
5     Limit/Prohibit Accelerated Vesting of   Against   For          Shareholder
      Awards


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

LENNOX INTERNATIONAL INC.

Ticker:       LII            Security ID:  526107107
Meeting Date: MAY 18, 2017   Meeting Type: Annual
Record Date:  MAR 22, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Janet K. Cooper          For       For          Management
1.2   Elect Director John W. Norris, III      For       For          Management
1.3   Elect Director Karen H. Quintos         For       For          Management
1.4   Elect Director Paul W. Schmidt          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

LINCOLN ELECTRIC HOLDINGS, INC.

Ticker:       LECO           Security ID:  533900106
Meeting Date: APR 20, 2017   Meeting Type: Annual
Record Date:  MAR 01, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Curtis E. Espeland       For       For          Management
1.2   Elect Director David H. Gunning         For       For          Management
1.3   Elect Director Stephen G. Hanks         For       For          Management
1.4   Elect Director Michael F. Hilton        For       For          Management
1.5   Elect Director G. Russell Lincoln       For       For          Management
1.6   Elect Director Kathryn Jo Lincoln       For       For          Management
1.7   Elect Director William E. MacDonald,    For       For          Management
      III
1.8   Elect Director Christopher L. Mapes     For       For          Management
1.9   Elect Director Phillip J. Mason         For       For          Management
1.10  Elect Director Hellene S. Runtagh       For       For          Management
1.11  Elect Director George H. Walls, Jr.     For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan


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

LITHIA MOTORS, INC.

Ticker:       LAD            Security ID:  536797103
Meeting Date: APR 19, 2017   Meeting Type: Annual
Record Date:  FEB 28, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sidney B. DeBoer         For       For          Management
1.2   Elect Director Thomas R. Becker         For       For          Management
1.3   Elect Director Susan O. Cain            For       For          Management
1.4   Elect Director Bryan B. DeBoer          For       For          Management
1.5   Elect Director Kenneth E. Roberts       For       For          Management
1.6   Elect Director David J. Robino          For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
6     Ratify KPMG LLP as Auditors             For       For          Management


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

LOGMEIN, INC.

Ticker:       LOGM           Security ID:  54142L109
Meeting Date: JAN 25, 2017   Meeting Type: Special
Record Date:  DEC 09, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with Merger  For       For          Management
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Adjourn Meeting                         For       For          Management


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

LOGMEIN, INC.

Ticker:       LOGM           Security ID:  54142L109
Meeting Date: JUN 01, 2017   Meeting Type: Annual
Record Date:  APR 03, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David J. Henshall        For       For          Management
1.2   Elect Director Peter J. Sacripanti      For       For          Management
1.3   Elect Director William R. Wagner        For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

LOXO ONCOLOGY, INC.

Ticker:       LOXO           Security ID:  548862101
Meeting Date: JUN 22, 2017   Meeting Type: Annual
Record Date:  APR 24, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven A. Elms           For       Withhold     Management
1.2   Elect Director Alan Fuhrman             For       For          Management
1.3   Elect Director Avi Z. Naider            For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

MARTIN MARIETTA MATERIALS, INC.

Ticker:       MLM            Security ID:  573284106
Meeting Date: MAY 18, 2017   Meeting Type: Annual
Record Date:  MAR 10, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sue W. Cole              For       For          Management
1.2   Elect Director Michael J. Quillen       For       For          Management
1.3   Elect Director John J. Koraleski        For       For          Management
1.4   Elect Director Stephen P. Zelnak, Jr.   For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Adopt Proxy Access Right                Against   For          Shareholder


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

MICROSEMI CORPORATION

Ticker:       MSCC           Security ID:  595137100
Meeting Date: FEB 14, 2017   Meeting Type: Annual
Record Date:  DEC 19, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James J. Peterson        For       For          Management
1.2   Elect Director Dennis R. Leibel         For       For          Management
1.3   Elect Director Kimberly E. Alexy        For       For          Management
1.4   Elect Director Thomas R. Anderson       For       For          Management
1.5   Elect Director William E. Bendush       For       For          Management
1.6   Elect Director Paul F. Folino           For       For          Management
1.7   Elect Director William L. Healey        For       For          Management
1.8   Elect Director Matthew E. Massengill    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

NEUROCRINE BIOSCIENCES, INC.

Ticker:       NBIX           Security ID:  64125C109
Meeting Date: MAY 22, 2017   Meeting Type: Annual
Record Date:  MAR 31, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin C. Gorman          For       For          Management
1.2   Elect Director Gary A. Lyons            For       For          Management
1.3   Elect Director Alfred W. Sandrock, Jr.  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     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

NEVRO CORP.

Ticker:       NVRO           Security ID:  64157F103
Meeting Date: MAY 25, 2017   Meeting Type: Annual
Record Date:  APR 03, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank Fischer            For       Withhold     Management
1.2   Elect Director Shawn T McCormick        For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NORDSON CORPORATION

Ticker:       NDSN           Security ID:  655663102
Meeting Date: FEB 28, 2017   Meeting Type: Annual
Record Date:  JAN 03, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph P. Keithley       For       For          Management
1.2   Elect Director Michael J. Merriman, Jr. For       For          Management
1.3   Elect Director Mary G. Puma             For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

OCEANEERING INTERNATIONAL, INC.

Ticker:       OII            Security ID:  675232102
Meeting Date: MAY 05, 2017   Meeting Type: Annual
Record Date:  MAR 22, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William B. Berry         For       For          Management
1.2   Elect Director T. Jay Collins           For       For          Management
1.3   Elect Director Jon Erik Reinhardsen     For       Withhold     Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

OLLIE'S BARGAIN OUTLET HOLDINGS, INC.

Ticker:       OLLI           Security ID:  681116109
Meeting Date: JUN 07, 2017   Meeting Type: Annual
Record Date:  APR 18, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert Fisch             For       For          Management
1.2   Elect Director Richard Zannino          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management


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

ON SEMICONDUCTOR CORPORATION

Ticker:       ON             Security ID:  682189105
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  MAR 28, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Atsushi Abe              For       For          Management
1.2   Elect Director Alan Campbell            For       For          Management
1.3   Elect Director Curtis J. Crawford       For       For          Management
1.4   Elect Director Gilles Delfassy          For       For          Management
1.5   Elect Director Emmanuel T. Hernandez    For       For          Management
1.6   Elect Director Keith D. Jackson         For       For          Management
1.7   Elect Director Paul A. Mascarenas       For       For          Management
1.8   Elect Director Daryl A. Ostrander       For       For          Management
1.9   Elect Director Teresa M. Ressel         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
5     Amend Omnibus Stock Plan                For       For          Management
6     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
7     Amend Certificate of Incorporation to   For       For          Management
      Eliminate Certain Restrictions on
      Removal of Directors
8     Increase Authorized Common Stock        For       For          Management


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

PARSLEY ENERGY, INC.

Ticker:       PE             Security ID:  701877102
Meeting Date: JUN 02, 2017   Meeting Type: Annual
Record Date:  APR 06, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bryan Sheffield          For       For          Management
1b    Elect Director A.R. Alameddine          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors


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

PDC ENERGY, INC.

Ticker:       PDCE           Security ID:  69327R101
Meeting Date: MAY 30, 2017   Meeting Type: Annual
Record Date:  MAR 31, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David C. Parke           For       For          Management
1.2   Elect Director Jeffrey C. Swoveland     For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

PENUMBRA, INC.

Ticker:       PEN            Security ID:  70975L107
Meeting Date: JUN 07, 2017   Meeting Type: Annual
Record Date:  APR 12, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Arani Bose               For       Against      Management
1b    Elect Director Bridget O'Rourke         For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

PLANET FITNESS, INC.

Ticker:       PLNT           Security ID:  72703H101
Meeting Date: MAY 09, 2017   Meeting Type: Annual
Record Date:  MAR 15, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen Spinelli, Jr.    For       For          Management
1.2   Elect Director David Berg               For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management


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

POLYONE CORPORATION

Ticker:       POL            Security ID:  73179P106
Meeting Date: MAY 11, 2017   Meeting Type: Annual
Record Date:  MAR 14, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard H. Fearon        For       For          Management
1.2   Elect Director Gregory J. Goff          For       Withhold     Management
1.3   Elect Director William R. Jellison      For       For          Management
1.4   Elect Director Sandra Beach Lin         For       For          Management
1.5   Elect Director Richard A. Lorraine      For       For          Management
1.6   Elect Director Kim Ann Mink             For       For          Management
1.7   Elect Director Robert M. Patterson      For       For          Management
1.8   Elect Director William H. Powell        For       For          Management
1.9   Elect Director Kerry J. Preete          For       For          Management
1.10  Elect Director William A. Wulfsohn      For       Withhold     Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

PREMIER, INC.

Ticker:       PINC           Security ID:  74051N102
Meeting Date: DEC 02, 2016   Meeting Type: Annual
Record Date:  OCT 03, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Susan D. DeVore          For       For          Management
1.2   Elect Director Jody R. Davids           For       For          Management
1.3   Elect Director Peter S. Fine            For       For          Management
1.4   Elect Director David H. Langstaff       For       For          Management
1.5   Elect Director Marvin R. O'Quinn        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


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

PROTHENA CORPORATION PLC

Ticker:       PRTA           Security ID:  G72800108
Meeting Date: MAY 17, 2017   Meeting Type: Annual
Record Date:  MAR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lars G. Ekman            For       For          Management
1b    Elect Director Gene G. Kinney           For       For          Management
1c    Elect Director Dennis J. Selkoe         For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Authorize Issuance of Equity            For       For          Management
      Securities with Preemptive Rights
6     Authorize Issuance of Equity            For       For          Management
      Securities without Preemptive Rights
7     Adjourn Meeting                         For       For          Management


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

QLIK TECHNOLOGIES INC.

Ticker:       QLIK           Security ID:  74733T105
Meeting Date: AUG 17, 2016   Meeting Type: Special
Record Date:  JUL 06, 2016

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


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

SAGE THERAPEUTICS, INC.

Ticker:       SAGE           Security ID:  78667J108
Meeting Date: JUN 07, 2017   Meeting Type: Annual
Record Date:  APR 10, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Michael F. Cola          For       Against      Management
1B    Elect Director Jeffrey M. Jonas         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SIGNATURE BANK

Ticker:       SBNY           Security ID:  82669G104
Meeting Date: APR 20, 2017   Meeting Type: Annual
Record Date:  MAR 01, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott A. Shay            For       For          Management
1.2   Elect Director Joseph J. DePaolo        For       For          Management
1.3   Elect Director Barney Frank             For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Amend Omnibus Stock Plan                For       For          Management


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

SPLUNK INC.

Ticker:       SPLK           Security ID:  848637104
Meeting Date: JUN 08, 2017   Meeting Type: Annual
Record Date:  APR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John Connors             For       For          Management
1b    Elect Director Patricia Morrison        For       For          Management
1c    Elect Director Stephen Newberry         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

STIFEL FINANCIAL CORP.

Ticker:       SF             Security ID:  860630102
Meeting Date: JUN 06, 2017   Meeting Type: Annual
Record Date:  APR 18, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frederick O. Hanser      For       For          Management
1.2   Elect Director Ronald J. Kruszewski     For       For          Management
1.3   Elect Director Thomas W. Weisel         For       For          Management
1.4   Elect Director Kelvin R. Westbrook      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   None      One Year     Management
4     Ratify Ernst &Young LLP as Auditors     For       For          Management


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

SUPERIOR ENERGY SERVICES, INC.

Ticker:       SPN            Security ID:  868157108
Meeting Date: MAY 23, 2017   Meeting Type: Annual
Record Date:  APR 03, 2017

#     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 Janiece M. Longoria      For       For          Management
1.7   Elect Director Michael M. McShane       For       For          Management
1.8   Elect Director W. Matt Ralls            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify KPMG LLP as Auditors             For       For          Management


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

SVB FINANCIAL GROUP

Ticker:       SIVB           Security ID:  78486Q101
Meeting Date: APR 27, 2017   Meeting Type: Annual
Record Date:  FEB 27, 2017

#     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 Lata Krishnan            For       For          Management
1.7   Elect Director Jeffrey N. Maggioncalda  For       For          Management
1.8   Elect Director Mary J. Miller           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
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

TAKE-TWO INTERACTIVE SOFTWARE, INC.

Ticker:       TTWO           Security ID:  874054109
Meeting Date: SEP 22, 2016   Meeting Type: Annual
Record Date:  JUL 26, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Strauss Zelnick          For       For          Management
1.2   Elect Director Robert A. Bowman         For       For          Management
1.3   Elect Director Michael Dornemann        For       For          Management
1.4   Elect Director J Moses                  For       For          Management
1.5   Elect Director Michael Sheresky         For       For          Management
1.6   Elect Director Susan Tolson             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 Ernst & Young LLP as Auditors    For       For          Management


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

TELADOC, INC.

Ticker:       TDOC           Security ID:  87918A105
Meeting Date: MAY 25, 2017   Meeting Type: Annual
Record Date:  MAR 31, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Increase Authorized Common Stock        For       For          Management
1b    Declassify the Board of Directors       For       For          Management
1c    Eliminate Supermajority Vote            For       For          Management
      Requirement to Remove Directors
1d    Eliminate Supermajority Vote            For       For          Management
      Requirement to Amend Certificate of
      Incorporation
1e    Eliminate Supermajority Vote            For       For          Management
      Requirement to Amend Bylaws
2.1   Elect Director Helen Darling            For       For          Management
2.2   Elect Director William H. Frist         For       For          Management
2.3   Elect Director Michael Goldstein        For       For          Management
2.4   Elect Director Jason Gorevic            For       For          Management
2.5   Elect Director Thomas Mawhinney         For       For          Management
2.6   Elect Director Thomas G. McKinley       For       For          Management
2.7   Elect Director Arneek Multani           For       For          Management
2.8   Elect Director Kenneth H. Paulus        For       For          Management
2.9   Elect Director David Shedlarz           For       For          Management
2.10  Elect Director David B. Snow, Jr.       For       For          Management
2.1   Elect Director Thomas Mawhinney         For       For          Management
2.2   Elect Director Thomas G. McKinley       For       For          Management
2.3   Elect Director Arneek Multani           For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

TESARO, INC.

Ticker:       TSRO           Security ID:  881569107
Meeting Date: MAY 11, 2017   Meeting Type: Annual
Record Date:  MAR 14, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leon O. Moulder, Jr.     For       For          Management
1b    Elect Director Mary Lynne Hedley        For       For          Management
1c    Elect Director David M. Mott            For       For          Management
1d    Elect Director Lawrence M. Alleva       For       For          Management
1e    Elect Director James O. Armitage        For       For          Management
1f    Elect Director Earl M. (Duke) Collier,  For       For          Management
      Jr.
1g    Elect Director Garry A. Nicholson       For       For          Management
1h    Elect Director Arnold L. Oronsky        For       For          Management
1i    Elect Director Kavita Patel             For       For          Management
1j    Elect Director Beth Seidenberg          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


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

TEXAS ROADHOUSE, INC.

Ticker:       TXRH           Security ID:  882681109
Meeting Date: MAY 18, 2017   Meeting Type: Annual
Record Date:  MAR 20, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James R. Ramsey          For       For          Management
1.2   Elect Director James R. Zarley          For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Report on Sustainability                Against   For          Shareholder


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

THE MEDICINES COMPANY

Ticker:       MDCO           Security ID:  584688105
Meeting Date: MAY 25, 2017   Meeting Type: Annual
Record Date:  APR 21, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William W. Crouse        For       For          Management
1b    Elect Director Fredric N. Eshelman      For       For          Management
1c    Elect Director Robert J. Hugin          For       For          Management
1d    Elect Director John C. Kelly            For       For          Management
1e    Elect Director Clive A. Meanwell        For       For          Management
1f    Elect Director Paris Panayiotopoulos    For       For          Management
1g    Elect Director Hiroaki Shigeta          For       For          Management
1h    Elect Director Elizabeth H.S. Wyatt     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

THE MIDDLEBY CORPORATION

Ticker:       MIDD           Security ID:  596278101
Meeting Date: MAY 09, 2017   Meeting Type: Annual
Record Date:  MAR 17, 2017

#     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 Cathy L. McCarthy        For       For          Management
1.5   Elect Director John R. Miller, III      For       For          Management
1.6   Elect Director Gordon O'Brien           For       For          Management
1.7   Elect Director Nassem Ziyad             For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Amend Omnibus Stock Plan                For       For          Management
6     Report on Sustainability, Including     Against   For          Shareholder
      GHG Goals


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

THE ULTIMATE SOFTWARE GROUP, INC.

Ticker:       ULTI           Security ID:  90385D107
Meeting Date: MAY 15, 2017   Meeting Type: Annual
Record Date:  MAR 21, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Jonathan D. Mariner      For       For          Management
1B    Elect Director Jason Dorsey             For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 09, 2017   Meeting Type: Annual
Record Date:  MAR 15, 2017

#     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 Ramkumar Krishnan        For       For          Management
1.5   Elect Director George MacKenzie         For       For          Management
1.6   Elect Director Edna K. Morris           For       For          Management
1.7   Elect Director Mark J. Weikel           For       For          Management
1.8   Elect Director Gregory A. Sandfort      For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

TRANSDIGM GROUP INCORPORATED

Ticker:       TDG            Security ID:  893641100
Meeting Date: MAR 01, 2017   Meeting Type: Annual
Record Date:  JAN 03, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Dries            For       For          Management
1.2   Elect Director Mervin Dunn              For       For          Management
1.3   Elect Director Michael Graff            For       For          Management
1.4   Elect Director Sean Hennessy            For       For          Management
1.5   Elect Director W. Nicholas Howley       For       For          Management
1.6   Elect Director Raymond Laubenthal       For       For          Management
1.7   Elect Director Douglas Peacock          For       For          Management
1.8   Elect Director Robert Small             For       For          Management
1.9   Elect Director John Staer               For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   None      One Year     Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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

TYLER TECHNOLOGIES, INC.

Ticker:       TYL            Security ID:  902252105
Meeting Date: MAY 10, 2017   Meeting Type: Annual
Record Date:  MAR 17, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director Donald R. Brattain       For       For          Management
1B    Elect Director Glenn A. Carter          For       For          Management
1C    Elect Director Brenda A. Cline          For       For          Management
1D    Elect Director J. Luther King, Jr.      For       For          Management
1E    Elect Director Larry D. Leinweber       For       For          Management
1F    Elect Director John S. Marr, Jr.        For       For          Management
1G    Elect Director H. Lynn Moore, Jr.       For       For          Management
1H    Elect Director Daniel M. Pope           For       For          Management
1I    Elect Director Dustin R. Womble         For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Other Business                          None      Against      Management


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

ULTA BEAUTY, INC.

Ticker:       ULTA           Security ID:  90384S303
Meeting Date: JUN 01, 2017   Meeting Type: Annual
Record Date:  APR 03, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michelle L. Collins      For       For          Management
1.2   Elect Director Dennis K. Eck            For       For          Management
1.3   Elect Director Charles J. Philippin     For       For          Management
1.4   Elect Director Vanessa A. Wittman       For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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

ULTRAGENYX PHARMACEUTICAL INC.

Ticker:       RARE           Security ID:  90400D108
Meeting Date: JUN 22, 2017   Meeting Type: Annual
Record Date:  APR 24, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Emil D. Kakkis           For       For          Management
1b    Elect Director Daniel G. Welch          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


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

VAIL RESORTS, INC.

Ticker:       MTN            Security ID:  91879Q109
Meeting Date: DEC 08, 2016   Meeting Type: Annual
Record Date:  OCT 11, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Susan L. Decker          For       For          Management
1b    Elect Director Roland A. Hernandez      For       For          Management
1c    Elect Director Robert A. Katz           For       For          Management
1d    Elect Director John T. Redmond          For       For          Management
1e    Elect Director Michele Romanow          For       For          Management
1f    Elect Director Hilary A. Schneider      For       For          Management
1g    Elect Director D. Bruce Sewell          For       For          Management
1h    Elect Director John F. Sorte            For       For          Management
1i    Elect Director Peter A. Vaughn          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

VANTIV, INC.

Ticker:       VNTV           Security ID:  92210H105
Meeting Date: MAY 02, 2017   Meeting Type: Annual
Record Date:  MAR 06, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin Costello           For       For          Management
1.2   Elect Director Lisa Hook                For       For          Management
1.3   Elect Director David Karnstedt          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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

VONAGE HOLDINGS CORP.

Ticker:       VG             Security ID:  92886T201
Meeting Date: JUN 08, 2017   Meeting Type: Annual
Record Date:  APR 13, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carolyn Katz             For       For          Management
1b    Elect Director John J. Roberts          For       For          Management
1c    Elect Director Carl Sparks              For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify Tax Benefits Preservation Plan   For       For          Management


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

WATSCO, INC.

Ticker:       WSO            Security ID:  942622200
Meeting Date: JUN 05, 2017   Meeting Type: Annual
Record Date:  APR 07, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Jason Epstein            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify KPMG LLP as Auditors             For       For          Management


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

WIX.COM LTD.

Ticker:       WIX            Security ID:  M98068105
Meeting Date: JUN 26, 2017   Meeting Type: Annual
Record Date:  MAY 22, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Reelect Allon Bloch as Director         For       For          Management
1.2   Reelect Erika Rottenberg as Director    For       For          Management
2.1   Approve Compensation Policy for the     For       For          Management
      Officers of the Company
2.2   Approve Compensation Policy for the     For       For          Management
      Directors of the Company
3     Increase Annual Equity Grant of Board   For       For          Management
      Chairman
4     Reappoint Kost Forer Gabbay and         For       For          Management
      Kasierer as Auditors and Authorize
      Board to Fix Their Remuneration
A     Vote FOR if you are a controlling       None      Against      Management
      shareholder or have a personal
      interest in one or several
      resolutions, as indicated in the proxy
      card; otherwise, vote AGAINST. You may
      not abstain. If you vote FOR, please
      provide an explanation to your account
      manager


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

ZELTIQ AESTHETICS, INC.

Ticker:       ZLTQ           Security ID:  98933Q108
Meeting Date: APR 27, 2017   Meeting Type: Special
Record Date:  MAR 22, 2017

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

========== 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, 2017


*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 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 Fixed-Income Shares, Inc.
-AB Global Bond Fund, Inc.
-AB Global Real Estate Investment Fund, Inc.
-AB Global Risk Allocation Fund, Inc.
-AB Government Exchange Reserves
-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 Sustainable Global Thematic Fund, Inc.
-AB Relative Value Fund, Inc.
-AB Trust
-AB Unconstrained Bond Fund, Inc.
-AB Variable Products Series Fund, Inc.
-The AB 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 2, 2017