UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX/A
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-05962
NAME OF REGISTRANT: VANGUARD VARIABLE INSURANCE FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: ANNE E. ROBINSON
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: DECEMBER 31
DATE OF REPORTING PERIOD: JULY 1, 2019 - JUNE 30, 2020
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Explanatory note: This amended Form N-PX is being filed to update the Form N-PX
originally filed with the Securities and Exchange Commission on 08/27/2020
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******************************* FORM N-Px REPORT *******************************
ICA File Number: 81105962D
Reporting Period: 07/01/2019 - 06/30/2020
VANGUARD VARIABLE INSURANCE FUNDS
======== VANGUARD VARIABLE INSURANCE FUND - DIVERSIFIED VALUE PORTFOLI0 ========
======== Voted at the discretion of the Fund ========
Each investment advisor's votes cast are shown separately below. The votes
reported reflect votes cast at the Fund's/advisor's discretion and exclude any
votes cast pursuant to a regulatory requirement.
UNITED TECHNOLOGIES CORPORATION
Ticker: UTX Security ID: 913017109
Meeting Date: OCT 11, 2019 Meeting Type: Special
Record Date: SEP 10, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with Merger For For Management
2 Adjourn Meeting For For Management
============ VANGUARD VARIABLE INSURANCE FUND - DIVERSIFIED VALUE =============
============ PORTFOLIO - HOTCHKIS & WILEY =============
Each investment advisor's votes cast are shown separately below. The votes
reported reflect votes cast at the Fund's/advisor's discretion and exclude any
votes cast pursuant to a regulatory requirement.
ADIENT PLC
Ticker: ADNT Security ID: G0084W101
Meeting Date: MAR 12, 2020 Meeting Type: Annual
Record Date: JAN 15, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Julie L. Bushman For For Management
1b Elect Director Peter H. Carlin For For Management
1c Elect Director Raymond L. Conner For For Management
1d Elect Director Douglas G. Del Grosso For For Management
1e Elect Director Richard Goodman For For Management
1f Elect Director Jose M. Gutierrez For For Management
1g Elect Director Frederick A. "Fritz" For For Management
Henderson
1h Elect Director Barb J. Samardzich 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 For Management
Executive Officers' Compensation
4 Amend Non Employee Director Restricted For For Management
Stock Plan
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ALPHABET INC.
Ticker: GOOGL Security ID: 02079K305
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 07, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry Page For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Sundar Pichai For For Management
1.4 Elect Director John L. Hennessy For For Management
1.5 Elect Director Frances H. Arnold For For Management
1.6 Elect Director L. John Doerr For For Management
1.7 Elect Director Roger W. Ferguson Jr. For For Management
1.8 Elect Director Ann Mather For For Management
1.9 Elect Director Alan R. Mulally For For Management
1.10 Elect Director K. Ram Shiram For For Management
1.11 Elect Director Robin L. Washington For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Approve Recapitalization Plan for all Against Against Shareholder
Stock to Have One-vote per Share
6 Report on Arbitration of Against Against Shareholder
Employment-Related Claims
7 Establish Human Rights Risk Oversight Against Against Shareholder
Committee
8 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
9 Assess Feasibility of Including Against Against Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
10 Report on Takedown Requests Against Against Shareholder
11 Require a Majority Vote for the Against Against Shareholder
Election of Directors
12 Report on Gender/Racial Pay Gap Against Against Shareholder
13 Require Independent Director Nominee Against Against Shareholder
with Human and/or Civil Rights
Experience
14 Report on Whistleblower Policies and Against Against Shareholder
Practices
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AMERICAN INTERNATIONAL GROUP, INC.
Ticker: AIG Security ID: 026874784
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 18, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director W. Don Cornwell For For Management
1b Elect Director Brian Duperreault For For Management
1c Elect Director John H. Fitzpatrick For For Management
1d Elect Director William G. Jurgensen For For Management
1e Elect Director Christopher S. Lynch For For Management
1f Elect Director Henry S. Miller For For Management
1g Elect Director Linda A. Mills For For Management
1h Elect Director Thomas F. Motamed For For Management
1i Elect Director Peter R. Porrino For For Management
1j Elect Director Amy L. Schioldager For For Management
1k Elect Director Douglas M. Steenland For For Management
1l Elect Director Therese M. Vaughan For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Securities Transfer Restrictions For For Management
4 Ratify NOL Rights Plan (NOL Pill) For For Management
5 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
6 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
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ANTHEM, INC.
Ticker: ANTM Security ID: 036752103
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gail K. Boudreaux For For Management
1.2 Elect Director R. Kerry Clark For For Management
1.3 Elect Director Robert L. Dixon, Jr. For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
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APACHE CORPORATION
Ticker: APA Security ID: 037411105
Meeting Date: MAY 14, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Annell R. Bay For For Management
2 Elect Director John J. Christmann, IV For For Management
3 Elect Director Juliet S. Ellis For For Management
4 Elect Director Chansoo Joung For For Management
5 Elect Director Rene R. Joyce For For Management
6 Elect Director John E. Lowe For For Management
7 Elect Director William C. Montgomery For For Management
8 Elect Director Amy H. Nelson For For Management
9 Elect Director Daniel W. Rabun For For Management
10 Elect Director Peter A. Ragauss For For Management
11 Ratify Ernst & Young LLP as Auditor For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Susan S. Bies For For Management
1c Elect Director Jack O. Bovender, Jr. For For Management
1d Elect Director Frank P. Bramble, Sr. For For Management
1e Elect Director Pierre J.P. de Weck For For Management
1f Elect Director Arnold W. Donald For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Monica C. Lozano For For Management
1i Elect Director Thomas J. May For For Management
1j Elect Director Brian T. Moynihan For For Management
1k Elect Director Lionel L. Nowell, III For For Management
1l Elect Director Denise L. Ramos For For Management
1m Elect Director Clayton S. Rose For For Management
1n Elect Director Michael D. White For For Management
1o Elect Director Thomas D. Woods For For Management
1p Elect Director R. David Yost For For Management
1q Elect Director Maria T. Zuber For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Amend Proxy Access Right Against Against Shareholder
5 Provide Right to Act by Written Consent Against Against Shareholder
6 Report on Gender Pay Gap Against Against Shareholder
7 Review of Statement of the Purpose of Against Against Shareholder
a Corporation and Report on
Recommended Changes to Governance
Documents, Policies, and Practices
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BIOGEN INC.
Ticker: BIIB Security ID: 09062X103
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Alexander J. Denner For For Management
1b Elect Director Caroline D. Dorsa For For Management
1c Elect Director William A. Hawkins For For Management
1d Elect Director Nancy L. Leaming For For Management
1e Elect Director Jesus B. Mantas For For Management
1f Elect Director Richard C. Mulligan For For Management
1g Elect Director Robert W. Pangia For For Management
1h Elect Director Stelios Papadopoulos For For Management
1i Elect Director Brian S. Posner For For Management
1j Elect Director Eric K. Rowinsky For For Management
1k Elect Director Stephen A. Sherwin For For Management
1l Elect Director Michel Vounatsos For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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CAPITAL ONE FINANCIAL CORPORATION
Ticker: COF Security ID: 14040H105
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 03, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard D. Fairbank For For Management
1b Elect Director Aparna Chennapragada For For Management
1c Elect Director Ann Fritz Hackett For For Management
1d Elect Director Peter Thomas Killalea For For Management
1e Elect Director Cornelis "Eli" Leenaars For For Management
1f Elect Director Pierre E. Leroy For For Management
1g Elect Director Francois Locoh-Donou For For Management
1h Elect Director Peter E. Raskind For For Management
1i Elect Director Eileen Serra For For Management
1j Elect Director Mayo A. Shattuck, III For For Management
1k Elect Director Bradford H. Warner For For Management
1l Elect Director Catherine G. West 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 Provide Right to Act by Written Consent For For Management
5 Require Independent Board Chairman Against Against Shareholder
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CENTENE CORPORATION
Ticker: CNC Security ID: 15135B101
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael F. Neidorff For For Management
1b Elect Director H. James Dallas For For Management
1c Elect Director Robert K. Ditmore For For Management
1d Elect Director Richard A. Gephardt For For Management
1e Elect Director Lori J. Robinson For For Management
1f Elect Director William L. Trubeck For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Amend Qualified Employee Stock For For Management
Purchase Plan
5 Report on Political Contributions Against Against Shareholder
Disclosure
6 Eliminate Supermajority Vote Against For Shareholder
Requirement
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CIT GROUP INC.
Ticker: CIT Security ID: 125581801
Meeting Date: MAY 12, 2020 Meeting Type: Annual
Record Date: MAR 19, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ellen R. Alemany For For Management
1b Elect Director Michael L. Brosnan For For Management
1c Elect Director Michael A. Carpenter For For Management
1d Elect Director Dorene C. Dominguez For For Management
1e Elect Director Alan Frank For For Management
1f Elect Director William M. Freeman For For Management
1g Elect Director R. Brad Oates For For Management
1h Elect Director Gerald Rosenfeld For For Management
1i Elect Director John R. Ryan For For Management
1j Elect Director Sheila A. Stamps For For Management
1k Elect Director Khanh T. Tran For For Management
1l Elect Director Laura S. Unger For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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CITIGROUP INC.
Ticker: C Security ID: 172967424
Meeting Date: APR 21, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael L. Corbat For For Management
1b Elect Director Ellen M. Costello For For Management
1c Elect Director Grace E. Dailey For For Management
1d Elect Director Barbara J. Desoer For For Management
1e Elect Director John C. Dugan For For Management
1f Elect Director Duncan P. Hennes For For Management
1g Elect Director Peter B. Henry For For Management
1h Elect Director S. Leslie Ireland For For Management
1i Elect Director Lew W. (Jay) Jacobs, IV For For Management
1j Elect Director Renee J. James For For Management
1k Elect Director Gary M. Reiner For For Management
1l Elect Director Diana L. Taylor For For Management
1m Elect Director James S. Turley For For Management
1n Elect Director Deborah C. Wright For For Management
1o Elect Director Alexander R. Wynaendts For For Management
1p Elect Director Ernesto Zedillo Ponce For For Management
de Leon
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Amend Proxy Access Right Against Against Shareholder
6 Review on Governance Documents Against Against Shareholder
7 Report on Lobbying Payments and Policy Against Against Shareholder
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CITIZENS FINANCIAL GROUP, INC.
Ticker: CFG Security ID: 174610105
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Bruce Van Saun For For Management
1.2 Elect Director Christine M. Cumming For For Management
1.3 Elect Director William P. Hankowsky For For Management
1.4 Elect Director Howard W. Hanna, III For For Management
1.5 Elect Director Leo I. ("Lee") Higdon For For Management
1.6 Elect Director Edward J. ("Ned") For For Management
Kelly, III
1.7 Elect Director Charles J. ("Bud") Koch For For Management
1.8 Elect Director Robert G. Leary For For Management
1.9 Elect Director Terrance J. Lillis For For Management
1.10 Elect Director Shivan Subramaniam For For Management
1.11 Elect Director Wendy A. Watson For For Management
1.12 Elect Director Marita Zuraitis 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 Provide Right to Call Special Meeting For For Management
5 Amend Certificate of Incorporation to For For Management
Remove Non-Operative Provisions
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CNH INDUSTRIAL NV
Ticker: CNHI Security ID: N20944109
Meeting Date: APR 16, 2020 Meeting Type: Annual
Record Date: MAR 19, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2.a Receive Explanation on Company's None None Management
Reserves and Dividend Policy
2.b Adopt Financial Statements and For For Management
Statutory Reports
2.c Approve Dividends of EUR 0.18 Per Share For For Management
2.d Approve Discharge of Directors For For Management
3.a Approve Remuneration Report For For Management
3.b Amend Remuneration Policy For For Management
3.c Approve Long Term Incentive Plan For For Management
4.a Reelect Suzanne Heywood as Executive For For Management
Director
4.b Reelect Hubertus M. Muhlhauser as None None Management
Executive Director
4.c Reelect Leo W. Houle as Non-Executive For For Management
Director
4.d Reelect John B. Lanaway as For For Management
Non-Executive Director
4.e Reelect Alessandro Nasi as For For Management
Non-Executive Director
4.f Reelect Lorenzo Simonelli as For For Management
Non-Executive Director
4.g Reelect Jacqueline A. Tammenoms Bakker For For Management
as Non-Executive Director
4.h Reelect Jacques Theurillat as For For Management
Non-Executive Director
4.i Elect Howard Buffett as Non-Executive For For Management
Director
4.j Elect Nelda (Janine) Connors as For For Management
Non-Executive Director
4.k Elect Tufan Erginbilgic as For For Management
Non-Executive Director
4.l Elect Vagn Sorensen as Non-Executive For For Management
Director
5 Ratify Ernst & Young as Auditors For For Management
6 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
7 Close Meeting None None Management
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COMCAST CORPORATION
Ticker: CMCSA Security ID: 20030N101
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 03, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kenneth J. Bacon For For Management
1.2 Elect Director Madeline S. Bell For For Management
1.3 Elect Director Naomi M. Bergman For For Management
1.4 Elect Director Edward D. Breen For For Management
1.5 Elect Director Gerald L. Hassell For For Management
1.6 Elect Director Jeffrey A. Honickman For For Management
1.7 Elect Director Maritza G. Montiel For For Management
1.8 Elect Director Asuka Nakahara For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Brian L. Roberts For For Management
2 Ratify Deloitte & Touche LLP as Auditor For For Management
3 Amend Stock Option Plan For For Management
4 Amend Restricted Stock Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Require Independent Board Chair Against Against Shareholder
8 Report on Risks Posed by Failing to Against Against Shareholder
Prevent Sexual Harassment
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CORNING INCORPORATED
Ticker: GLW Security ID: 219350105
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Donald W. Blair For For Management
1b Elect Director Leslie A. Brun For For Management
1c Elect Director Stephanie A. Burns For For Management
1d Elect Director Richard T. Clark For For Management
1e Elect Director Robert F. Cummings, Jr. For For Management
1f Elect Director Deborah A. Henretta For For Management
1g Elect Director Daniel P. Huttenlocher For For Management
1h Elect Director Kurt M. Landgraf For For Management
1i Elect Director Kevin J. Martin For For Management
1j Elect Director Deborah D. Rieman For For Management
1k Elect Director Hansel E. Tookes, II For For Management
1l Elect Director Wendell P. Weeks For For Management
1m Elect Director Mark S. Wrighton For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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CUMMINS INC.
Ticker: CMI Security ID: 231021106
Meeting Date: MAY 12, 2020 Meeting Type: Annual
Record Date: MAR 10, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director N. Thomas Linebarger For For Management
2 Elect Director Robert J. Bernhard For For Management
3 Elect Director Franklin R. Chang Diaz For For Management
4 Elect Director Bruno V. Di Leo Allen For For Management
5 Elect Director Stephen B. Dobbs For For Management
6 Elect Director Robert K. Herdman For For Management
7 Elect Director Alexis M. Herman For For Management
8 Elect Director Thomas J. Lynch For For Management
9 Elect Director William I. Miller For For Management
10 Elect Director Georgia R. Nelson For For Management
11 Elect Director Karen H. Quintos For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
13 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
14 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
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DISCOVER FINANCIAL SERVICES
Ticker: DFS Security ID: 254709108
Meeting Date: MAY 14, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Aronin For For Management
1.2 Elect Director Mary K. Bush For For Management
1.3 Elect Director Gregory C. Case For For Management
1.4 Elect Director Candace H. Duncan For For Management
1.5 Elect Director Joseph F. Eazor For For Management
1.6 Elect Director Cynthia A. Glassman For For Management
1.7 Elect Director Roger C. Hochschild For For Management
1.8 Elect Director Thomas G. Maheras For For Management
1.9 Elect Director Michael H. Moskow For For Management
1.10 Elect Director Mark A. Thierer For For Management
1.11 Elect Director Lawrence A. Weinbach - None None Management
Withdrawn Resolution
1.12 Elect Director Jennifer L. Wong For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
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EATON CORPORATION PLC
Ticker: ETN Security ID: G29183103
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Craig Arnold For For Management
1b Elect Director Christopher M. Connor For For Management
1c Elect Director Michael J. Critelli For For Management
1d Elect Director Richard H. Fearon For For Management
1e Elect Director Olivier Leonetti For For Management
1f Elect Director Deborah L. McCoy For For Management
1g Elect Director Silvio Napoli For For Management
1h Elect Director Gregory R. Page For For Management
1i Elect Director Sandra Pianalto For For Management
1j Elect Director Lori J. Ryerkerk For For Management
1k Elect Director Gerald B. Smith For For Management
1l Elect Director Dorothy C. Thompson For For Management
2 Approve Omnibus Stock Plan For For Management
3 Approve Ernst & Young LLP as Auditors For For Management
and Authorize Board to Fix Their
Remuneration
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Authorize Issue of Equity with For For Management
Pre-emptive Rights
6 Authorize Issue of Equity without For For Management
Pre-emptive Rights
7 Authorize Share Repurchase of Issued For For Management
Share Capital
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EMBRAER SA
Ticker: EMBR3 Security ID: 29082A107
Meeting Date: APR 29, 2020 Meeting Type: Annual/Special
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports for Fiscal Year
Ended Dec. 31, 2019
2 Approve Treatment of Net Loss For For Management
3 Elect Fiscal Council Members For For Management
4 Approve Remuneration of Company's For For Management
Management
5 Approve Remuneration of Fiscal Council For For Management
Members
1 Amend Articles For For Management
2 Amend Articles Re: Indemnity Provision For For Management
3 Consolidate Bylaws For For Management
4 Approve Long-Term Incentive Plan For For Management
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EQUITABLE HOLDINGS, INC.
Ticker: EQH Security ID: 29452E101
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel G. Kaye For For Management
1.2 Elect Director Joan Lamm-Tennant For For Management
1.3 Elect Director Kristi A. Matus For For Management
1.4 Elect Director Ramon de Oliveira For For Management
1.5 Elect Director Mark Pearson For For Management
1.6 Elect Director Bertram L. Scott For For Management
1.7 Elect Director George Stansfield For For Management
1.8 Elect Director Charles G.T. Stonehill For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
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FIFTH THIRD BANCORP
Ticker: FITB Security ID: 316773100
Meeting Date: APR 14, 2020 Meeting Type: Annual
Record Date: FEB 21, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Nicholas K. Akins For For Management
1.2 Elect Director B. Evan Bayh, III For For Management
1.3 Elect Director Jorge L. Benitez For For Management
1.4 Elect Director Katherine B. Blackburn For For Management
1.5 Elect Director Emerson L. Brumback For For Management
1.6 Elect Director Jerry W. Burris For For Management
1.7 Elect Director Greg D. Carmichael For For Management
1.8 Elect Director C. Bryan Daniels For For Management
1.9 Elect Director Thomas H. Harvey For For Management
1.10 Elect Director Gary R. Heminger For For Management
1.11 Elect Director Jewell D. Hoover For For Management
1.12 Elect Director Eileen A. Mallesch For For Management
1.13 Elect Director Michael B. McCallister For For Management
1.14 Elect Director Marsha C. Williams 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
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GENERAL ELECTRIC COMPANY
Ticker: GE Security ID: 369604103
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Sebastien Bazin For For Management
2 Elect Director Ashton Carter For For Management
3 Elect Director H. Lawrence Culp, Jr. For For Management
4 Elect Director Francisco D'Souza For For Management
5 Elect Director Edward Garden For For Management
6 Elect Director Thomas W. Horton For For Management
7 Elect Director Risa Lavizzo-Mourey For For Management
8 Elect Director Catherine Lesjak For For Management
9 Elect Director Paula Rosput Reynolds For For Management
10 Elect Director Leslie Seidman For For Management
11 Elect Director James Tisch For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
13 Ratify KPMG LLP as Auditors For For Management
14 Require Independent Board Chairman Against Against Shareholder
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GENERAL MOTORS COMPANY
Ticker: GM Security ID: 37045V100
Meeting Date: JUN 16, 2020 Meeting Type: Annual
Record Date: APR 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary T. Barra For For Management
1b Elect Director Wesley G. Bush For For Management
1c Elect Director Linda R. Gooden For For Management
1d Elect Director Joseph Jimenez For For Management
1e Elect Director Jane L. Mendillo For For Management
1f Elect Director Judith A. Miscik For For Management
1g Elect Director Patricia F. Russo For For Management
1h Elect Director Thomas M. Schoewe For For Management
1i Elect Director Theodore M. Solso For For Management
1j Elect Director Carol M. Stephenson For For Management
1k Elect Director Devin N. Wenig 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 Approve Omnibus Stock Plan For For Management
6 Provide Right to Act by Written Consent Against Against Shareholder
7 Amend Proxy Access Right Against Against Shareholder
8 Report on Human Rights Policy Against Against Shareholder
Implementation
9 Report on Lobbying Payments and Policy Against Against Shareholder
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GLAXOSMITHKLINE PLC
Ticker: GSK Security ID: 37733W105
Meeting Date: MAY 06, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# 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 For Management
4 Elect Sir Jonathan Symonds as Director For For Management
5 Elect Charles Bancroft as Director For For Management
6 Re-elect Emma Walmsley as Director For For Management
7 Re-elect Vindi Banga as Director For For Management
8 Re-elect Dr Hal Barron as Director For For Management
9 Re-elect Dr Vivienne Cox as Director For For Management
10 Re-elect Lynn Elsenhans as Director For For Management
11 Re-elect Dr Laurie Glimcher as Director For For Management
12 Re-elect Dr Jesse Goodman as Director For For Management
13 Re-elect Judy Lewent as Director For For Management
14 Re-elect Iain Mackay as Director For For Management
15 Re-elect Urs Rohner as Director For For Management
16 Reappoint Deloitte LLP as Auditors For For Management
17 Authorise the Audit & Risk Committee For For Management
to Fix Remuneration of Auditors
18 Authorise EU Political Donations and For For Management
Expenditure
19 Authorise Issue of Equity For For Management
20 Authorise Issue of Equity without For For Management
Pre-emptive Rights
21 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
22 Authorise Market Purchase of Ordinary For For Management
Shares
23 Approve the Exemption from Statement For For Management
of the Name of the Senior Statutory
Auditor in Published Copies of the
Auditors' Reports
24 Authorise the Company to Call General For For Management
Meeting with Two Weeks' Notice
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HALLIBURTON COMPANY
Ticker: HAL Security ID: 406216101
Meeting Date: MAY 19, 2020 Meeting Type: Annual
Record Date: MAR 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Abdulaziz F. Al Khayyal For For Management
1b Elect Director William E. Albrecht For For Management
1c Elect Director M. Katherine Banks For For Management
1d Elect Director Alan M. Bennett For For Management
1e Elect Director Milton Carroll For For Management
1f Elect Director Nance K. Dicciani For For Management
1g Elect Director Murry S. Gerber For For Management
1h Elect Director Patricia Hemingway Hall For For Management
1i Elect Director Robert A. Malone For For Management
1j Elect Director Jeffrey A. Miller For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
HARLEY-DAVIDSON, INC.
Ticker: HOG Security ID: 412822108
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Troy Alstead For For Management
1.2 Elect Director R. John Anderson For For Management
1.3 Elect Director Michael J. Cave For For Management
1.4 Elect Director Allan Golston For For Management
1.5 Elect Director Sara L. Levinson For For Management
1.6 Elect Director N. Thomas Linebarger For For Management
1.7 Elect Director Brian R. Niccol For For Management
1.8 Elect Director Maryrose T. Sylvester For For Management
1.9 Elect Director Jochen Zeitz For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Provide Proxy Access Right For For Management
4 Approve Omnibus Stock Plan For For Management
5 Ratify Ernst & Young LLP as Auditor For For Management
--------------------------------------------------------------------------------
HCA HEALTHCARE, INC.
Ticker: HCA Security ID: 40412C101
Meeting Date: MAY 01, 2020 Meeting Type: Annual
Record Date: MAR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas F. Frist, III For For Management
1b Elect Director Samuel N. Hazen For For Management
1c Elect Director Meg G. Crofton For For Management
1d Elect Director Robert J. Dennis For For Management
1e Elect Director Nancy-Ann DeParle For For Management
1f Elect Director William R. Frist For For Management
1g Elect Director Charles O. Holliday, Jr. For For Management
1h Elect Director Michael W. Michelson For For Management
1i Elect Director Wayne J. Riley For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Provide Right to Call Special Meeting For For Management
6 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
HESS CORPORATION
Ticker: HES Security ID: 42809H107
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Terrence J. Checki For For Management
1b Elect Director Leonard S. Coleman, Jr. For For Management
1c Elect Director Joaquin Duato For For Management
1d Elect Director John B. Hess For For Management
1e Elect Director Edith E. Holiday For For Management
1f Elect Director Marc S. Lipschultz For For Management
1g Elect Director David McManus For For Management
1h Elect Director Kevin O. Meyers For For Management
1i Elect Director James H. Quigley For For Management
1j Elect Director William G. Schrader 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
--------------------------------------------------------------------------------
HEWLETT PACKARD ENTERPRISE COMPANY
Ticker: HPE Security ID: 42824C109
Meeting Date: APR 01, 2020 Meeting Type: Annual
Record Date: FEB 03, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Daniel Ammann For For Management
1b Elect Director Pamela L. Carter For For Management
1c Elect Director Jean M. Hobby For For Management
1d Elect Director George R. Kurtz For For Management
1e Elect Director Raymond J. Lane For For Management
1f Elect Director Ann M. Livermore For For Management
1g Elect Director Antonio F. Neri For For Management
1h Elect Director Charles H. Noski For For Management
1i Elect Director Raymond E. Ozzie For For Management
1j Elect Director Gary M. Reiner For For Management
1k Elect Director Patricia F. Russo For For Management
1l Elect Director Lip-Bu Tan For For Management
1m Elect Director Mary Agnes Wilderotter 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 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
--------------------------------------------------------------------------------
INTERNATIONAL PAPER COMPANY
Ticker: IP Security ID: 460146103
Meeting Date: MAY 11, 2020 Meeting Type: Annual
Record Date: MAR 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William J. Burns For For Management
1b Elect Director Christopher M. Connor For For Management
1c Elect Director Ahmet C. Dorduncu For For Management
1d Elect Director Ilene S. Gordon For For Management
1e Elect Director Anders Gustafsson For For Management
1f Elect Director Jacqueline C. Hinman For For Management
1g Elect Director Clinton A. Lewis, Jr. For For Management
1h Elect Director Kathryn D. Sullivan For For Management
1i Elect Director Mark S. Sutton For For Management
1j Elect Director J. Steven Whisler For For Management
1k Elect Director Ray G. Young 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 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
JOHNSON CONTROLS INTERNATIONAL PLC
Ticker: JCI Security ID: G51502105
Meeting Date: MAR 04, 2020 Meeting Type: Annual
Record Date: JAN 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jean Blackwell For For Management
1b Elect Director Pierre Cohade For For Management
1c Elect Director Michael E. Daniels For For Management
1d Elect Director Juan Pablo del Valle For For Management
Perochena
1e Elect Director W. Roy Dunbar For For Management
1f Elect Director Gretchen R. Haggerty For For Management
1g Elect Director Simone Menne For For Management
1h Elect Director George R. Oliver For For Management
1i Elect Director Jurgen Tinggren For For Management
1j Elect Director Mark Vergnano For For Management
1k Elect Director R. David Yost For For Management
1l Elect Director John D. Young For For Management
2a Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
2b Authorize Board to Fix Remuneration of For For Management
Auditors
3 Authorize Market Purchases of Company For For Management
Shares
4 Determine Price Range for Reissuance For For Management
of Treasury Shares
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Approve the Directors' Authority to For For Management
Allot Shares
7 Approve the Disapplication of For For Management
Statutory Pre-Emption Rights
--------------------------------------------------------------------------------
KOSMOS ENERGY LTD.
Ticker: KOS Security ID: 500688106
Meeting Date: JUN 10, 2020 Meeting Type: Annual
Record Date: APR 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Andrew G. Inglis For For Management
1B Elect Director Richard Dearlove For For Management
2 Approve Ernst & Young LLP as Auditors For For Management
and Authorize Board to Fix Their
Remuneration Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Reverse Stock Split For For Management
--------------------------------------------------------------------------------
MAGNA INTERNATIONAL INC.
Ticker: MG Security ID: 559222401
Meeting Date: MAY 07, 2020 Meeting Type: Annual
Record Date: MAR 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Scott B. Bonham For For Management
1.2 Elect Director Peter G. Bowie For For Management
1.3 Elect Director Mary S. Chan For For Management
1.4 Elect Director V. Peter Harder For For Management
1.5 Elect Director Kurt J. Lauk For For Management
1.6 Elect Director Robert F. MacLellan For For Management
1.7 Elect Director Cynthia A. Niekamp For For Management
1.8 Elect Director William A. Ruh For For Management
1.9 Elect Director Indira V. Samarasekera For For Management
1.10 Elect Director Donald J. Walker For For Management
1.11 Elect Director Lisa S. Westlake For For Management
1.12 Elect Director William L. Young For For Management
2 Approve Deloitte LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
MARATHON OIL CORPORATION
Ticker: MRO Security ID: 565849106
Meeting Date: MAY 27, 2020 Meeting Type: Annual
Record Date: MAR 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory H. Boyce For For Management
1b Elect Director Chadwick C. Deaton For For Management
1c Elect Director Marcela E. Donadio For For Management
1d Elect Director Jason B. Few For For Management
1e Elect Director Douglas L. Foshee For For Management
1f Elect Director M. Elise Hyland For For Management
1g Elect Director Lee M. Tillman For For Management
1h Elect Director J. Kent Wells For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION
Ticker: MPC Security ID: 56585A102
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Declassify the Board of Directors For For Management
2a Elect Director Steven A. Davis For For Management
2b Elect Director J. Michael Stice For For Management
2c Elect Director John P. Surma For For Management
2d Elect Director Susan Tomasky For For Management
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Adopt Simple Majority Vote For For Shareholder
6 Report on Integrating Community Against Against Shareholder
Impacts Into Executive Compensation
Program
--------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC.
Ticker: MDLZ Security ID: 609207105
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lewis W.K. Booth For For Management
1.2 Elect Director Charles E. Bunch For For Management
1.3 Elect Director Debra A. Crew For For Management
1.4 Elect Director Lois D. Juliber For For Management
1.5 Elect Director Peter W. May For For Management
1.6 Elect Director Jorge S. Mesquita For For Management
1.7 Elect Director Fredric G. Reynolds For For Management
1.8 Elect Director Christiana S. Shi For For Management
1.9 Elect Director Patrick T. Siewert For For Management
1.10 Elect Director Michael A. Todman For For Management
1.11 Elect Director Jean-Francois M. L. van For For Management
Boxmeer
1.12 Elect Director Dirk Van de Put For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Consider Pay Disparity Between Against Against Shareholder
Executives and Other Employees
--------------------------------------------------------------------------------
MORGAN STANLEY
Ticker: MS Security ID: 617446448
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Elizabeth Corley For For Management
1b Elect Director Alistair Darling For For Management
1c Elect Director Thomas H. Glocer For For Management
1d Elect Director James P. Gorman For For Management
1e Elect Director Robert H. Herz For For Management
1f Elect Director Nobuyuki Hirano For For Management
1g Elect Director Stephen J. Luczo For For Management
1h Elect Director Jami Miscik For For Management
1i Elect Director Dennis M. Nally For For Management
1j Elect Director Takeshi Ogasawara For For Management
1k Elect Director Hutham S. Olayan For For Management
1l Elect Director Mary L. Schapiro For For Management
1m Elect Director Perry M. Traquina For For Management
1n Elect Director Rayford Wilkins, Jr. 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
--------------------------------------------------------------------------------
MURPHY OIL CORPORATION
Ticker: MUR Security ID: 626717102
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director T. Jay Collins For For Management
1b Elect Director Steven A. Cosse For For Management
1c Elect Director Claiborne P. Deming For For Management
1d Elect Director Lawrence R. Dickerson For For Management
1e Elect Director Roger W. Jenkins For For Management
1f Elect Director Elisabeth W. Keller For For Management
1g Elect Director James V. Kelley For For Management
1h Elect Director Walentin Mirosh For For Management
1i Elect Director R. Madison Murphy For For Management
1j Elect Director Jeffrey W. Nolan For For Management
1k Elect Director Robert N. Ryan, Jr. For For Management
1l Elect Director Neal E. Schmale For For Management
1m Elect Director Laura A. Sugg For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify KPMG LLP as Auditor For For Management
--------------------------------------------------------------------------------
NATIONAL OILWELL VARCO, INC.
Ticker: NOV Security ID: 637071101
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Clay C. Williams For For Management
1B Elect Director Greg L. Armstrong For For Management
1C Elect Director Marcela E. Donadio For For Management
1D Elect Director Ben A. Guill For For Management
1E Elect Director James T. Hackett For For Management
1F Elect Director David D. Harrison For For Management
1G Elect Director Eric L. Mattson For For Management
1H Elect Director Melody B. Meyer For For Management
1I Elect Director William R. Thomas 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 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
OMNICOM GROUP INC.
Ticker: OMC Security ID: 681919106
Meeting Date: JUN 09, 2020 Meeting Type: Annual
Record Date: APR 22, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John D. Wren For For Management
1.2 Elect Director Mary C. Choksi For For Management
1.3 Elect Director Leonard S. Coleman, Jr. For For Management
1.4 Elect Director Susan S. Denison For For Management
1.5 Elect Director Ronnie S. Hawkins For For Management
1.6 Elect Director Deborah J. Kissire For For Management
1.7 Elect Director Gracia C. Martore For For Management
1.8 Elect Director Linda Johnson Rice For For Management
1.9 Elect Director Valerie M. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Amend Proxy Access Right Against Against Shareholder
--------------------------------------------------------------------------------
PACCAR INC
Ticker: PCAR Security ID: 693718108
Meeting Date: APR 21, 2020 Meeting Type: Annual
Record Date: FEB 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mark C. Pigott For For Management
1.2 Elect Director Dame Alison J. Carnwath For For Management
1.3 Elect Director Franklin L. Feder For For Management
1.4 Elect Director R. Preston Feight For For Management
1.5 Elect Director Beth E. Ford For For Management
1.6 Elect Director Kirk S. Hachigian For For Management
1.7 Elect Director Roderick C. McGeary For For Management
1.8 Elect Director John M. Pigott For For Management
1.9 Elect Director Mark A. Schulz For For Management
1.10 Elect Director Gregory M. E. Spierkel For For Management
1.11 Elect Director Charles R. Williamson For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Certificate of Incorporation to For For Management
Confirm Shareholders Right to Call
Special Meetings
4 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
PPL CORPORATION
Ticker: PPL Security ID: 69351T106
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John W. Conway For For Management
1b Elect Director Steven G. Elliott For For Management
1c Elect Director Raja Rajamannar For For Management
1d Elect Director Craig A. Rogerson For For Management
1e Elect Director Vincent Sorgi For For Management
1f Elect Director William H. Spence For For Management
1g Elect Director Natica von Althann For For Management
1h Elect Director Keith H. Williamson For For Management
1i Elect Director Phoebe A. Wood For For Management
1j Elect Director Armando Zagalo de Lima 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 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC
Ticker: RDSB Security ID: 780259206
Meeting Date: MAY 19, 2020 Meeting Type: Annual
Record Date: APR 08, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Policy For For Management
3 Approve Remuneration Report For For Management
4 Elect Dick Boer as Director For For Management
5 Elect Andrew Mackenzie as Director For For Management
6 Elect Martina Hund-Mejean as Director For For Management
7 Re-elect Ben van Beurden as Director For For Management
8 Re-elect Neil Carson as Director For For Management
9 Re-elect Ann Godbehere as Director For For Management
10 Re-elect Euleen Goh as Director For For Management
11 Re-elect Charles Holliday as Director For For Management
12 Re-elect Catherine Hughes as Director For For Management
13 Re-elect Sir Nigel Sheinwald as For For Management
Director
14 Re-elect Jessica Uhl as Director For For Management
15 Re-elect Gerrit Zalm as Director For For Management
16 Reappoint Ernst & Young LLP as Auditors For For Management
17 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
18 Authorise Issue of Equity For For Management
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Request Shell to Set and Publish Against Against Shareholder
Targets for Greenhouse Gas (GHG)
Emissions
--------------------------------------------------------------------------------
SANOFI
Ticker: SAN Security ID: 80105N105
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: MAR 30, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Approve Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Treatment of Losses and For For Management
Dividends of EUR 3.15 per Share
4 Approve Auditors' Special Report on For For Management
Related-Party Transactions
5 Ratify Appointment of Paul Hudson as For For Management
Director
6 Reelect Laurent Attal as Director For For Management
7 Reelect Carole Piwnica as Director For For Management
8 Reelect Diane Souza as Director For For Management
9 Reelect Thomas Sudhof as Director For For Management
10 Elect Rachel Duan as Director For For Management
11 Elect Lise Kingo as Director For For Management
12 Approve Remuneration of Directors in For For Management
the Aggregate Amount of EUR 2 Million
13 Approve Remuneration Policy of For For Management
Directors
14 Approve Remuneration Policy of For For Management
Chairman of the Board
15 Approve Remuneration Policy of CEO For For Management
16 Approve Compensation Report of For For Management
Corporate Officers
17 Approve Compensation of Serge For For Management
Weinberg, Chairman of the Board
18 Approve Compensation of Paul Hudson, For For Management
CEO Since Sept. 1, 2019
19 Approve Compensation of Olivier For For Management
Brandicourt, CEO Until Aug. 31, 2019
20 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
21 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
STATE STREET CORPORATION
Ticker: STT Security ID: 857477103
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Patrick de Saint-Aignan For For Management
1b Elect Director Marie A. Chandoha For For Management
1c Elect Director Lynn A. Dugle For For Management
1d Elect Director Amelia C. Fawcett For For Management
1e Elect Director William C. Freda For For Management
1f Elect Director Sara Mathew For For Management
1g Elect Director William L. Meaney For For Management
1h Elect Director Ronald P. O'Hanley For For Management
1i Elect Director Sean O'Sullivan For For Management
1j Elect Director Richard P. Sergel For For Management
1k Elect Director Gregory L. Summe 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
--------------------------------------------------------------------------------
TE CONNECTIVITY LTD.
Ticker: TEL Security ID: H84989104
Meeting Date: MAR 11, 2020 Meeting Type: Annual
Record Date: FEB 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Pierre R. Brondeau For For Management
1b Elect Director Terrence R. Curtin For For Management
1c Elect Director Carol A. ('John') For For Management
Davidson
1d Elect Director Lynn A. Dugle For For Management
1e Elect Director William A. Jeffrey For For Management
1f Elect Director David M. Kerko For For Management
1g Elect Director Thomas J. Lynch For For Management
1h Elect Director Yong Nam For For Management
1i Elect Director Daniel J. Phelan For For Management
1j Elect Director Abhijit Y. Talwalkar For For Management
1k Elect Director Mark C. Trudeau For For Management
1l Elect Director Dawn C. Willoughby For For Management
1m Elect Director Laura H. Wright For For Management
2 Elect Board Chairman Thomas J. Lynch For For Management
3a Elect Daniel J. Phelan as Member of For For Management
Management Development and
Compensation Committee
3b Elect Abhijit Y. Talwalkar as Member For For Management
of Management Development and
Compensation Committee
3c Elect Mark C. Trudeau as Member of For For Management
Management Development and
Compensation Committee
3d Elect Dawn C. Willoughby as Member of For For Management
Management Development and
Compensation Committee
4 Designate Rene Schwarzenbach as For For Management
Independent Proxy
5.1 Accept Annual Report for Fiscal Year For For Management
Ended September 27, 2019
5.2 Accept Statutory Financial Statements For For Management
for Fiscal Year Ended September 27,
2019
5.3 Approve Consolidated Financial For For Management
Statements for Fiscal Year Ended
September 27, 2019
6 Approve Discharge of Board and Senior For For Management
Management
7.1 Ratify Deloitte & Touche LLP as For For Management
Independent Registered Public
Accounting Firm for Fiscal Year 2020
7.2 Ratify Deloitte AG as Swiss Registered For For Management
Auditors
7.3 Ratify PricewaterhouseCoopers AG as For For Management
Special Auditors
8 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
9 Approve the Increase in Maximum For For Management
Aggregate Remuneration of Executive
Management
10 Approve the Increase in Maximum For For Management
Aggregate Remuneration of Board of
Directors
11 Approve Allocation of Available For For Management
Earnings at September 27, 2019
12 Approve Declaration of Dividend For For Management
13 Amend Articles of Association Re: For For Management
Authorized Capital
14 Approve Reduction of Share Capital For For Management
15 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
TELEFONAKTIEBOLAGET LM ERICSSON
Ticker: ERIC.B Security ID: 294821608
Meeting Date: MAR 31, 2020 Meeting Type: Annual
Record Date: FEB 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
A Indicate FOR if you are both the None Did Not Vote Management
Record Holder and Beneficial Owner of
the ADS or AGAINST if you are the
Record Holder of such ADS Acting on
Behalf of the Beneficial Owner
1 Elect Chairman of Meeting For Did Not Vote Management
2 Prepare and Approve List of None None Management
Shareholders
3 Approve Agenda of Meeting None None Management
4 Acknowledge Proper Convening of Meeting None None Management
5 Designate Inspector(s) of Minutes of None None Management
Meeting
6 Receive Financial Statements and None None Management
Statutory Reports
7 Receive President's Report None None Management
8.1 Accept Financial Statements and For Did Not Vote Management
Statutory Reports
8.2 Approve Discharge of Board and For Did Not Vote Management
President
8.3 Approve Allocation of Income and For Did Not Vote Management
Dividends of SEK 1.50 Per Share
9 Determine Number of Directors (10) and For Did Not Vote Management
Deputy Directors (0) of Board
10 Approve Remuneration of Directors in For Did Not Vote Management
the Amount of SEK 4.2 Million for
Chairman and SEK 1.05 Million for
Other Directors, Approve Remuneration
for Committee Work
11.1 Reelect Jon Baksaas as Director For Did Not Vote Management
11.2 Reelect Jan Carlson as Director For Did Not Vote Management
11.3 Reelect Nora Denzel as Director For Did Not Vote Management
11.4 Reelect Borje Ekholm as Director For Did Not Vote Management
11.5 Reelect Eric A. Elzvik as Director For Did Not Vote Management
11.6 Reelect Kurt Jofs as Director For Did Not Vote Management
11.7 Reelect Ronnie Leten as Director For Did Not Vote Management
11.8 Reelect Kristin S. Rinne as Director For Did Not Vote Management
11.9 Reelect Helena Stjernholm as Director For Did Not Vote Management
11.10 Reelect Jacob Wallenberg as Director For Did Not Vote Management
12 Reelect Ronnie Leten as Board Chairman For Did Not Vote Management
13 Determine Number of Auditors (1) and For Did Not Vote Management
Deputy Auditors (0)
14 Approve Remuneration of Auditors For Did Not Vote Management
15 Ratify Deloitte as Auditors For Did Not Vote Management
16 Approve Remuneration Policy And Other For Did Not Vote Management
Terms of Employment For Executive
Management
17.1 Approve Long-Term Variable For Did Not Vote Management
Compensation Program 2020 (LTV 2020)
17.2 Approve Equity Plan Financing of LTV For Did Not Vote Management
2020
17.3 Approve Alternative Equity Plan For Did Not Vote Management
Financing of LTV 2020
18 Approve Equity Plan Financing of LTV For Did Not Vote Management
2018 and 2019
19 Approve Equity Plan Financing of LTV For Did Not Vote Management
2016 and 2017
20.1 Eliminate Differentiated Voting Rights None Did Not Vote Shareholder
20.2 Amend Articles Re: Editorial Changes None Did Not Vote Shareholder
21.1 Instruct Board to Work for the Swedish None Did Not Vote Shareholder
Companies Act to be Amended so the
Possibility of Differentiation of
Voting Rights is Abolished
21.2 Instruct Board to Prepare a Proposal None Did Not Vote Shareholder
for Representation of Small and
Medium-Sized Shareholders in the Board
and Nomination Committee
22 Appoint Special Examination of the None Did Not Vote Shareholder
Company's and the Auditors' Actions
23 Instruct the Board to Propose Equal None Did Not Vote Shareholder
Voting Rights for All Shares on Annual
Meeting 2021
24 Close Meeting None None Management
--------------------------------------------------------------------------------
TERADATA CORPORATION
Ticker: TDC Security ID: 88076W103
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Daniel R. Fishback For For Management
1b Elect Director David E. Kepler For For Management
1c Elect Director Kimberly K. Nelson For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED
Ticker: TXN Security ID: 882508104
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mark A. Blinn For For Management
1b Elect Director Todd M. Bluedorn For For Management
1c Elect Director Janet F. Clark For For Management
1d Elect Director Carrie S. Cox For For Management
1e Elect Director Martin S. Craighead For For Management
1f Elect Director Jean M. Hobby For For Management
1g Elect Director Michael D. Hsu For For Management
1h Elect Director Ronald Kirk For For Management
1i Elect Director Pamela H. Patsley For For Management
1j Elect Director Robert E. Sanchez For For Management
1k Elect Director Richard k. Templeton For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
THE BANK OF NEW YORK MELLON CORPORATION
Ticker: BK Security ID: 064058100
Meeting Date: APR 15, 2020 Meeting Type: Annual
Record Date: FEB 18, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda Z. Cook For For Management
1b Elect Director Joseph J. Echevarria For For Management
1c Elect Director Thomas P. "Todd" Gibbons For For Management
1d Elect Director Jeffrey A. Goldstein For For Management
1e Elect Director Edmund F. "Ted" Kelly For For Management
1f Elect Director Jennifer B. Morgan For For Management
1g Elect Director Elizabeth E. Robinson For For Management
1h Elect Director Samuel C. Scott, III For For Management
1i Elect Director Frederick O. Terrell For For Management
1j Elect Director Alfred W. "AI" Zollar For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Report on Gender Pay Gap Against Against Shareholder
5 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
--------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC.
Ticker: GS Security ID: 38141G104
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director M. Michele Burns For For Management
1b Elect Director Drew G. Faust For For Management
1c Elect Director Mark A. Flaherty For For Management
1d Elect Director Ellen J. Kullman For For Management
1e Elect Director Lakshmi N. Mittal For For Management
1f Elect Director Adebayo O. Ogunlesi For For Management
1g Elect Director Peter Oppenheimer For For Management
1h Elect Director David M. Solomon For For Management
1i Elect Director Jan E. Tighe For For Management
1j Elect Director David A. Viniar For For Management
1k Elect Director Mark O. Winkelman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Provide Right to Act by Written Consent Against Against Shareholder
5 Review of Statement on the Purpose of Against Against Shareholder
a Corporation
--------------------------------------------------------------------------------
THE GOODYEAR TIRE & RUBBER COMPANY
Ticker: GT Security ID: 382550101
Meeting Date: APR 06, 2020 Meeting Type: Annual
Record Date: FEB 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James A. Firestone For For Management
1b Elect Director Werner Geissler For For Management
1c Elect Director Peter S. Hellman For For Management
1d Elect Director Laurette T. Koellner For For Management
1e Elect Director Richard J. Kramer For For Management
1f Elect Director W. Alan McCollough For For Management
1g Elect Director John E. McGlade For For Management
1h Elect Director Roderick A. Palmore For For Management
1i Elect Director Hera K. Siu For For Management
1j Elect Director Stephanie A. Streeter For For Management
1k Elect Director Michael R. Wessel For For Management
1l Elect Director Thomas L. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
--------------------------------------------------------------------------------
THE INTERPUBLIC GROUP OF COMPANIES, INC.
Ticker: IPG Security ID: 460690100
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 30, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jocelyn Carter-Miller For For Management
1.2 Elect Director Mary J. Steele Guilfoile For For Management
1.3 Elect Director Dawn Hudson For For Management
1.4 Elect Director Jonathan F. Miller For For Management
1.5 Elect Director Patrick Q. Moore For For Management
1.6 Elect Director Michael I. Roth For For Management
1.7 Elect Director Linda S. Sanford For For Management
1.8 Elect Director David M. Thomas For For Management
1.9 Elect Director E. Lee Wyatt, 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 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
THE SOUTHERN COMPANY
Ticker: SO Security ID: 842587107
Meeting Date: MAY 27, 2020 Meeting Type: Annual
Record Date: MAR 30, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Janaki Akella For For Management
1b Elect Director Juanita Powell Baranco For For Management
1c Elect Director Jon A. Boscia For For Management
1d Elect Director Henry A. 'Hal' Clark, For For Management
III
1e Elect Director Anthony F. 'Tony' For For Management
Earley, Jr.
1f Elect Director Thomas A. Fanning For For Management
1g Elect Director David J. Grain For For Management
1h Elect Director Donald M. James For For Management
1i Elect Director John D. Johns For For Management
1j Elect Director Dale E. Klein For For Management
1k Elect Director Ernest J. Moniz For For Management
1l Elect Director William G. Smith, Jr. For For Management
1m Elect Director Steven R. Specker For For Management
1n Elect Director E. Jenner Wood, III 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 Require Independent Board Chair Against Against Shareholder
5 Report on Lobbying Payments and Policy Against Against Shareholder
--------------------------------------------------------------------------------
THE TRAVELERS COMPANIES, INC.
Ticker: TRV Security ID: 89417E109
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Alan L. Beller For For Management
1b Elect Director Janet M. Dolan For For Management
1c Elect Director Patricia L. Higgins For For Management
1d Elect Director William J. Kane For For Management
1e Elect Director Clarence Otis, Jr. For For Management
1f Elect Director Elizabeth E. Robinson For For Management
1g Elect Director Philip T. (Pete) For For Management
Ruegger, III
1h Elect Director Todd C. Schermerhorn For For Management
1i Elect Director Alan D. Schnitzer For For Management
1j Elect Director Donald J. Shepard For For Management
1k Elect Director Laurie J. Thomsen For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
UNILEVER PLC
Ticker: ULVR Security ID: 904767704
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: MAR 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Re-elect Nils Andersen as Director For For Management
4 Re-elect Laura Cha as Director For For Management
5 Re-elect Vittorio Colao as Director For For Management
6 Re-elect Dr Judith Hartmann as Director For For Management
7 Re-elect Alan Jope as Director For For Management
8 Re-elect Andrea Jung as Director For For Management
9 Re-elect Susan Kilsby as Director For For Management
10 Re-elect Strive Masiyiwa as Director For For Management
11 Re-elect Youngme Moon as Director For For Management
12 Re-elect Graeme Pitkethly as Director For For Management
13 Re-elect John Rishton as Director For For Management
14 Re-elect Feike Sijbesma as Director For For Management
15 Reappoint KPMG LLP as Auditors For For Management
16 Authorise Board to Fix Remuneration of For For Management
Auditors
17 Authorise EU Political Donations and For For Management
Expenditure
18 Authorise Issue of Equity For For Management
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
21 Authorise Market Purchase of Ordinary For For Management
Shares
22 Authorise the Company to Call General For For Management
Meeting with Two Weeks' Notice
--------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 01, 2020 Meeting Type: Annual
Record Date: APR 07, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard T. Burke For For Management
1b Elect Director Timothy P. Flynn For For Management
1c Elect Director Stephen J. Hemsley For For Management
1d Elect Director Michele J. Hooper For For Management
1e Elect Director F. William McNabb, III For For Management
1f Elect Director Valerie C. Montgomery For For Management
Rice
1g Elect Director John H. Noseworthy For For Management
1h Elect Director Glenn M. Renwick For For Management
1i Elect Director David S. Wichmann For For Management
1j Elect Director Gail R. Wilensky 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 Approve Omnibus Stock Plan For For Management
5 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
--------------------------------------------------------------------------------
WELLS FARGO & COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Steven D. Black For For Management
1b Elect Director Celeste A. Clark For For Management
1c Elect Director Theodore F. Craver, Jr. For For Management
1d Elect Director Wayne M. Hewett For For Management
1e Elect Director Donald M. James For For Management
1f Elect Director Maria R. Morris For For Management
1g Elect Director Charles H. Noski For For Management
1h Elect Director Richard B. Payne, Jr. For For Management
1i Elect Director Juan A. Pujadas For For Management
1j Elect Director Ronald L. Sargent For For Management
1k Elect Director Charles W. Scharf For For Management
1l Elect Director Suzanne M. Vautrinot For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
5 Report on Incentive-Based Compensation Against Against Shareholder
and Risks of Material Losses
6 Report on Global Median Gender Pay Gap Against Against Shareholder
--------------------------------------------------------------------------------
ZIMMER BIOMET HOLDINGS, INC.
Ticker: ZBH Security ID: 98956P102
Meeting Date: MAY 08, 2020 Meeting Type: Annual
Record Date: MAR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Christopher B. Begley For For Management
1b Elect Director Betsy J. Bernard For For Management
1c Elect Director Gail K. Boudreaux For For Management
1d Elect Director Michael J. Farrell For For Management
1e Elect Director Larry C. Glasscock For For Management
1f Elect Director Robert A. Hagemann For For Management
1g Elect Director Bryan C. Hanson For For Management
1h Elect Director Arthur J. Higgins For For Management
1i Elect Director Maria Teresa Hilado For For Management
1j Elect Director Syed Jafry For For Management
1k Elect Director Michael W. Michelson For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
============ VANGUARD VARIABLE INSURANCE FUND - DIVERSIFIED VALUE =============
============ PORTFOLIO - LAZARD =============
Each investment advisor's votes cast are shown separately below. The votes
reported reflect votes cast at the Fund's/advisor's discretion and exclude any
votes cast pursuant to a regulatory requirement.
3M COMPANY
Ticker: MMM Security ID: 88579Y101
Meeting Date: MAY 12, 2020 Meeting Type: Annual
Record Date: MAR 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas "Tony" K. Brown For For Management
1b Elect Director Pamela J. Craig For For Management
1c Elect Director David B. Dillon For For Management
1d Elect Director Michael L. Eskew For For Management
1e Elect Director Herbert L. Henkel For For Management
1f Elect Director Amy E. Hood For For Management
1g Elect Director Muhtar Kent For For Management
1h Elect Director Dambisa F. Moyo For For Management
1i Elect Director Gregory R. Page For For Management
1j Elect Director Michael F. Roman For For Management
1k Elect Director Patricia A. Woertz 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 Consider Pay Disparity Between Against Against Shareholder
Executives and Other Employees
--------------------------------------------------------------------------------
ALPHABET INC.
Ticker: GOOGL Security ID: 02079K305
Meeting Date: JUN 03, 2020 Meeting Type: Annual
Record Date: APR 07, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry Page For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Sundar Pichai For For Management
1.4 Elect Director John L. Hennessy For For Management
1.5 Elect Director Frances H. Arnold For For Management
1.6 Elect Director L. John Doerr For Withhold Management
1.7 Elect Director Roger W. Ferguson Jr. For For Management
1.8 Elect Director Ann Mather For For Management
1.9 Elect Director Alan R. Mulally For Withhold Management
1.10 Elect Director K. Ram Shiram For Withhold Management
1.11 Elect Director Robin L. Washington For Withhold Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For Against Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Approve Recapitalization Plan for all Against For Shareholder
Stock to Have One-vote per Share
6 Report on Arbitration of Against Against Shareholder
Employment-Related Claims
7 Establish Human Rights Risk Oversight Against For Shareholder
Committee
8 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
9 Assess Feasibility of Including Against Against Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
10 Report on Takedown Requests Against For Shareholder
11 Require a Majority Vote for the Against For Shareholder
Election of Directors
12 Report on Gender/Racial Pay Gap Against Against Shareholder
13 Require Independent Director Nominee Against Against Shareholder
with Human and/or Civil Rights
Experience
14 Report on Whistleblower Policies and Against Against Shareholder
Practices
--------------------------------------------------------------------------------
ANALOG DEVICES, INC.
Ticker: ADI Security ID: 032654105
Meeting Date: MAR 11, 2020 Meeting Type: Annual
Record Date: JAN 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ray Stata For For Management
1b Elect Director Vincent Roche For For Management
1c Elect Director James A. Champy For For Management
1d Elect Director Anantha P. Chandrakasan For For Management
1e Elect Director Bruce R. Evans For For Management
1f Elect Director Edward H. Frank For For Management
1g Elect Director Karen M. Golz For For Management
1h Elect Director Mark M. Little For For Management
1i Elect Director Kenton J. Sicchitano For For Management
1j Elect Director Susie Wee For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
ANTHEM, INC.
Ticker: ANTM Security ID: 036752103
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gail K. Boudreaux For For Management
1.2 Elect Director R. Kerry Clark For For Management
1.3 Elect Director Robert L. Dixon, Jr. For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
AON PLC
Ticker: AON Security ID: G0408V102
Meeting Date: FEB 04, 2020 Meeting Type: Special
Record Date: JAN 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Scheme of Arrangement For For Management
2 Approve Reduction of Share Capital and For For Management
Creation of Distributable Profits
3 Approve Terms of an Off-Exchange For For Management
Buyback and Cancellation of Class B
Ordinary Shares
4 Approve Delisting of Shares from the For For Management
New York Stock Exchange
5 Adjourn Meeting For Against Management
--------------------------------------------------------------------------------
AON PLC
Ticker: AON Security ID: G0408V111
Meeting Date: FEB 04, 2020 Meeting Type: Court
Record Date: JAN 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Scheme of Arrangement For For Management
--------------------------------------------------------------------------------
AON PLC
Ticker: AON Security ID: G0403H108
Meeting Date: JUN 19, 2020 Meeting Type: Annual
Record Date: APR 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lester B. Knight For For Management
1.2 Elect Director Gregory C. Case For For Management
1.3 Elect Director Jin-Yong Cai For For Management
1.4 Elect Director Jeffrey C. Campbell For For Management
1.5 Elect Director Fulvio Conti For For Management
1.6 Elect Director Cheryl A. Francis For For Management
1.7 Elect Director J. Michael Losh For For Management
1.8 Elect Director Richard B. Myers For For Management
1.9 Elect Director Richard C. Notebaert For For Management
1.10 Elect Director Gloria Santona For For Management
1.11 Elect Director Carolyn Y. Woo For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Ratify Ernst & Young Chartered For For Management
Accountants as Statutory Auditor
5 Authorize Board to Fix Remuneration of For For Management
Auditors
--------------------------------------------------------------------------------
APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 26, 2020 Meeting Type: Annual
Record Date: JAN 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James Bell For For Management
1b Elect Director Tim Cook For For Management
1c Elect Director Al Gore For For Management
1d Elect Director Andrea Jung For For Management
1e Elect Director Art Levinson For For Management
1f Elect Director Ron Sugar For For Management
1g Elect Director Sue Wagner 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 Proxy Access Amendments Against Against Shareholder
5 Assess Feasibility of Including Against Against Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
6 Report on Freedom of Expression and Against For Shareholder
Access to Information Policies
--------------------------------------------------------------------------------
APTIV PLC
Ticker: APTV Security ID: G6095L109
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Kevin P. Clark For For Management
2 Elect Director Nancy E. Cooper For For Management
3 Elect Director Nicholas M. Donofrio For For Management
4 Elect Director Rajiv L. Gupta For For Management
5 Elect Director Joseph L. Hooley For For Management
6 Elect Director Sean O. Mahoney For For Management
7 Elect Director Paul M. Meister For For Management
8 Elect Director Robert K. Ortberg For For Management
9 Elect Director Colin J. Parris For For Management
10 Elect Director Ana G. Pinczuk For For Management
11 Elect Director Lawrence A. Zimmerman For For Management
12 Approve Ernst & Young LLP as Auditors For For Management
and Authorize Board to Fix Their
Remuneration
13 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Susan S. Bies For For Management
1c Elect Director Jack O. Bovender, Jr. For For Management
1d Elect Director Frank P. Bramble, Sr. For For Management
1e Elect Director Pierre J.P. de Weck For For Management
1f Elect Director Arnold W. Donald For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Monica C. Lozano For For Management
1i Elect Director Thomas J. May For For Management
1j Elect Director Brian T. Moynihan For For Management
1k Elect Director Lionel L. Nowell, III For For Management
1l Elect Director Denise L. Ramos For For Management
1m Elect Director Clayton S. Rose For For Management
1n Elect Director Michael D. White For For Management
1o Elect Director Thomas D. Woods For For Management
1p Elect Director R. David Yost For For Management
1q Elect Director Maria T. Zuber For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Amend Proxy Access Right Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder
6 Report on Gender Pay Gap Against Against Shareholder
7 Review of Statement of the Purpose of Against Against Shareholder
a Corporation and Report on
Recommended Changes to Governance
Documents, Policies, and Practices
--------------------------------------------------------------------------------
CATERPILLAR INC.
Ticker: CAT Security ID: 149123101
Meeting Date: JUN 10, 2020 Meeting Type: Annual
Record Date: APR 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kelly A. Ayotte For For Management
1.2 Elect Director David L. Calhoun For For Management
1.3 Elect Director Daniel M. Dickinson For For Management
1.4 Elect Director Juan Gallardo For For Management
1.5 Elect Director William A. Osborn For For Management
1.6 Elect Director Debra L. Reed-Klages For For Management
1.7 Elect Director Edward B. Rust, Jr. For For Management
1.8 Elect Director Susan C. Schwab For For Management
1.9 Elect Director D. James Umpleby, III For For Management
1.10 Elect Director Miles D. White For For Management
1.11 Elect Director Rayford Wilkins, Jr. For For Management
2 Ratify PricewaterhouseCoopers as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against Against Shareholder
5 Require Independent Board Chair Against For Shareholder
6 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
COMMERCE BANCSHARES, INC.
Ticker: CBSH Security ID: 200525103
Meeting Date: APR 15, 2020 Meeting Type: Annual
Record Date: FEB 14, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John R. Capps For For Management
1.2 Elect Director Karen L. Daniel For For Management
1.3 Elect Director W. Thomas Grant, II For For Management
1.4 Elect Director David W. Kemper For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
CONOCOPHILLIPS
Ticker: COP Security ID: 20825C104
Meeting Date: MAY 12, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Charles E. Bunch For For Management
1b Elect Director Caroline Maury Devine For For Management
1c Elect Director John V. Faraci For For Management
1d Elect Director Jody Freeman For For Management
1e Elect Director Gay Huey Evans For For Management
1f Elect Director Jeffrey A. Joerres For For Management
1g Elect Director Ryan M. Lance For For Management
1h Elect Director William H. McRaven For For Management
1i Elect Director Sharmila Mulligan For For Management
1j Elect Director Arjun N. Murti For For Management
1k Elect Director Robert A. Niblock For For Management
1l Elect Director David T. Seaton For For Management
1m Elect Director R. A. Walker For For Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
DANAHER CORPORATION
Ticker: DHR Security ID: 235851102
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Linda Hefner Filler For For Management
1.2 Elect Director Thomas P. Joyce, Jr. For For Management
1.3 Elect Director Teri List-Stoll For For Management
1.4 Elect Director Walter G. Lohr, Jr. For For Management
1.5 Elect Director Jessica L. Mega For For Management
1.6 Elect Director Pardis C. Sabeti For For Management
1.7 Elect Director Mitchell P. Rales For For Management
1.8 Elect Director Steven M. Rales For For Management
1.9 Elect Director John T. Schwieters For For Management
1.10 Elect Director Alan G. Spoon For For Management
1.11 Elect Director Raymond C. Stevens For For Management
1.12 Elect Director Elias A. Zerhouni 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 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
DEERE & COMPANY
Ticker: DE Security ID: 244199105
Meeting Date: FEB 26, 2020 Meeting Type: Annual
Record Date: DEC 31, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Samuel R. Allen For For Management
1b Elect Director Alan C. Heuberger For For Management
1c Elect Director Charles O. Holliday, Jr. For For Management
1d Elect Director Dipak C. Jain For For Management
1e Elect Director Michael O. Johanns For For Management
1f Elect Director Clayton M. Jones For For Management
1g Elect Director John C. May For For Management
1h Elect Director Gregory R. Page For For Management
1i Elect Director Sherry M. Smith For For Management
1j Elect Director Dmitri L. Stockton For For Management
1k Elect Director Sheila G. Talton For For Management
2 Adopt the Jurisdiction of For Against Management
Incorporation as the Exclusive Forum
for Certain Disputes
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Ratify Deloitte & Touche LLP as For For Management
Auditors
6 Disclose Board Qualifications Matrix Against Against Shareholder
--------------------------------------------------------------------------------
DOLLAR GENERAL CORPORATION
Ticker: DG Security ID: 256677105
Meeting Date: MAY 27, 2020 Meeting Type: Annual
Record Date: MAR 19, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Warren F. Bryant For For Management
1b Elect Director Michael M. Calbert For For Management
1c Elect Director Sandra B. Cochran None None Management
*Withdrawn Resolution*
1d Elect Director Patricia D. Fili-Krushel For For Management
1e Elect Director Timothy I. McGuire For For Management
1f Elect Director William C. Rhodes, III For For Management
1g Elect Director Debra A. Sandler For For Management
1h Elect Director Ralph E. Santana For For Management
1i Elect Director Todd J. Vasos For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Approve Charter Amendment to Replace For For Management
Supermajority Vote Requirements with a
Majority Vote Requirement
5 Approve Bylaw Amendment to Replace For For Management
Supermajority Vote Requirements with a
Majority Vote Requirement
--------------------------------------------------------------------------------
E*TRADE FINANCIAL CORPORATION
Ticker: ETFC Security ID: 269246401
Meeting Date: MAY 07, 2020 Meeting Type: Annual
Record Date: MAR 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard J. Carbone For For Management
1b Elect Director Robert J. Chersi For For Management
1c Elect Director Jaime W. Ellertson For For Management
1d Elect Director James P. Healy For For Management
1e Elect Director Kevin T. Kabat For For Management
1f Elect Director James Lam For For Management
1g Elect Director Rodger A. Lawson For For Management
1h Elect Director Shelley B. Leibowitz For For Management
1i Elect Director Michael A. Pizzi For For Management
1j Elect Director Rebecca Saeger For For Management
1k Elect Director Donna L. Weaver For For Management
1l Elect Director Joshua A. Weinreich 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 Adopt Simple Majority Vote None For Shareholder
--------------------------------------------------------------------------------
EOG RESOURCES, INC.
Ticker: EOG Security ID: 26875P101
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Janet F. Clark For For Management
1b Elect Director Charles R. Crisp For For Management
1c Elect Director Robert P. Daniels For For Management
1d Elect Director James C. Day For For Management
1e Elect Director C. Christopher Gaut For For Management
1f Elect Director Julie J. Robertson For For Management
1g Elect Director Donald F. Textor For For Management
1h Elect Director William R. Thomas 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
--------------------------------------------------------------------------------
FIDELITY NATIONAL INFORMATION SERVICES, INC.
Ticker: FIS Security ID: 31620M106
Meeting Date: MAY 28, 2020 Meeting Type: Annual
Record Date: APR 01, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lee Adrean For For Management
1b Elect Director Ellen R. Alemany For For Management
1c Elect Director Lisa A. Hook For For Management
1d Elect Director Keith W. Hughes For For Management
1e Elect Director Gary L. Lauer For For Management
1f Elect Director Gary A. Norcross For For Management
1g Elect Director Louise M. Parent For For Management
1h Elect Director Brian T. Shea For For Management
1i Elect Director James B. Stallings, Jr. For For Management
1j Elect Director Jeffrey E. Stiefler For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
--------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC.
Ticker: HON Security ID: 438516106
Meeting Date: APR 27, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Darius Adamczyk For For Management
1B Elect Director Duncan B. Angove For For Management
1C Elect Director William S. Ayer For For Management
1D Elect Director Kevin Burke For For Management
1E Elect Director D. Scott Davis For For Management
1F Elect Director Linnet F. Deily For For Management
1G Elect Director Deborah Flint For For Management
1H Elect Director Judd Gregg For For Management
1I Elect Director Clive Hollick For For Management
1J Elect Director Grace D. Lieblein For For Management
1K Elect Director Raymond T. Odierno For For Management
1L Elect Director George Paz For For Management
1M Elect Director Robin L. Washington For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as Auditor For For Management
4 Require Shareholder Approval of Bylaw Against Against Shareholder
Amendments Adopted by the Board of
Directors
5 Report on Lobbying Payments and Policy Against For Shareholder
--------------------------------------------------------------------------------
HUMANA INC.
Ticker: HUM Security ID: 444859102
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kurt J. Hilzinger For For Management
1b Elect Director Frank J. Bisignano For For Management
1c Elect Director Bruce D. Broussard For For Management
1d Elect Director Frank A. D'Amelio For For Management
1e Elect Director W. Roy Dunbar For For Management
1f Elect Director Wayne A.I. Frederick For For Management
1g Elect Director John W. Garratt For For Management
1h Elect Director David A. Jones, Jr. For For Management
1i Elect Director Karen W. Katz For For Management
1j Elect Director William J. McDonald For For Management
1k Elect Director James J. O'Brien For For Management
1l Elect Director Marissa T. Peterson For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
INTERCONTINENTAL EXCHANGE, INC.
Ticker: ICE Security ID: 45866F104
Meeting Date: MAY 15, 2020 Meeting Type: Annual
Record Date: MAR 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon Y. Bowen For For Management
1b Elect Director Charles R. Crisp For For Management
1c Elect Director Duriya M. Farooqui For For Management
1d Elect Director Jean-Marc Forneri For For Management
1e Elect Director The Right Hon. the Lord For For Management
Hague of Richmond
1f Elect Director Frederick W. Hatfield For For Management
1g Elect Director Thomas E. Noonan For For Management
1h Elect Director Frederic V. Salerno For For Management
1i Elect Director Jeffrey C. Sprecher For For Management
1j Elect Director Judith A. Sprieser For For Management
1k Elect Director Vincent Tese 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
--------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORPORATION
Ticker: IBM Security ID: 459200101
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: FEB 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas Buberl For For Management
1.2 Elect Director Michael L. Eskew For For Management
1.3 Elect Director David N. Farr For For Management
1.4 Elect Director Alex Gorsky For For Management
1.5 Elect Director Michelle J. Howard For For Management
1.6 Elect Director Arvind Krishna For For Management
1.7 Elect Director Andrew N. Liveris For For Management
1.8 Elect Director Frederick William For For Management
McNabb, III
1.9 Elect Director Martha E. Pollack For For Management
1.10 Elect Director Virginia M. Rometty For For Management
1.11 Elect Director Joseph R. Swedish For For Management
1.12 Elect Director Sidney Taurel For For Management
1.13 Elect Director Peter R. Voser For For Management
1.14 Elect Director Frederick H. Waddell For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Governing Documents to allow Against For Shareholder
Removal of Directors
5 Provide Right to Act by Written Consent Against For Shareholder
6 Require Independent Board Chairman Against For Shareholder
--------------------------------------------------------------------------------
JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary C. Beckerle For For Management
1b Elect Director D. Scott Davis For For Management
1c Elect Director Ian E. L. Davis For For Management
1d Elect Director Jennifer A. Doudna For For Management
1e Elect Director Alex Gorsky For For Management
1f Elect Director Marillyn A. Hewson For For Management
1g Elect Director Hubert Joly For For Management
1h Elect Director Mark B. McClellan For For Management
1i Elect Director Anne M. Mulcahy For For Management
1j Elect Director Charles Prince For For Management
1k Elect Director A. Eugene Washington For For Management
1l Elect Director Mark A. Weinberger For For Management
1m Elect Director Ronald A. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Amend Certificate of Incorporation to For For Management
Permit Removal of Directors With or
Without Cause
5 Require Independent Board Chair Against Against Shareholder
6 Report on Governance Measures Against Against Shareholder
Implemented Related to Opioids
--------------------------------------------------------------------------------
JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 19, 2020 Meeting Type: Annual
Record Date: MAR 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director Stephen B. Burke For For Management
1c Elect Director Todd A. Combs For For Management
1d Elect Director James S. Crown For For Management
1e Elect Director James Dimon For For Management
1f Elect Director Timothy P. Flynn For For Management
1g Elect Director Mellody Hobson For For Management
1h Elect Director Michael A. Neal For For Management
1i Elect Director Lee R. Raymond For For Management
1j Elect Director Virginia M. Rometty For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
4 Require Independent Board Chair Against Against Shareholder
5 Report on Reputational Risk Related to Against Against Shareholder
Canadian Oil Sands, Oil Sands Pipeline
Companies and Arctic Oil and Gas
Exploration and Production.
6 Report on Climate Change Against For Shareholder
7 Amend Shareholder Written Consent Against Against Shareholder
Provisions
8 Report on Charitable Contributions Against Against Shareholder
9 Report on Gender/Racial Pay Gap Against Against Shareholder
--------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION
Ticker: KMB Security ID: 494368103
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Abelardo E. Bru For For Management
1.2 Elect Director Robert W. Decherd For For Management
1.3 Elect Director Michael D. Hsu For For Management
1.4 Elect Director Mae C. Jemison For For Management
1.5 Elect Director S. Todd Maclin For For Management
1.6 Elect Director Sherilyn S. McCoy For For Management
1.7 Elect Director Christa S. Quarles For For Management
1.8 Elect Director Ian C. Read For For Management
1.9 Elect Director Dunia A. Shive For For Management
1.10 Elect Director Mark T. Smucker For For Management
1.11 Elect Director Michael D. White 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 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
LABORATORY CORPORATION OF AMERICA HOLDINGS
Ticker: LH Security ID: 50540R409
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kerrii B. Anderson For For Management
1b Elect Director Jean-Luc Belingard For For Management
1c Elect Director Jeffrey A. Davis For For Management
1d Elect Director D. Gary Gilliland For For Management
1e Elect Director Garheng Kong For For Management
1f Elect Director Peter M. Neupert For For Management
1g Elect Director Richelle P. Parham For For Management
1h Elect Director Adam H. Schechter For For Management
1i Elect Director R. Sanders Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
4 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
LOWE'S COMPANIES, INC.
Ticker: LOW Security ID: 548661107
Meeting Date: MAY 29, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Raul Alvarez For For Management
1.2 Elect Director David H. Batchelder For For Management
1.3 Elect Director Angela F. Braly For For Management
1.4 Elect Director Sandra B. Cochran For For Management
1.5 Elect Director Laurie Z. Douglas For For Management
1.6 Elect Director Richard W. Dreiling For For Management
1.7 Elect Director Marvin R. Ellison For For Management
1.8 Elect Director Brian C. Rogers For For Management
1.9 Elect Director Bertram L. Scott For For Management
1.10 Elect Director Lisa W. Wardell For For Management
1.11 Elect Director Eric C. Wiseman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as Auditor For For Management
4 Reduce Ownership Threshold for For For Management
Shareholders to Call Special Meeting
5 Approve Qualified Employee Stock For For Management
Purchase Plan
6 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
MCDONALD'S CORPORATION
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd Dean For For Management
1b Elect Director Robert Eckert For For Management
1c Elect Director Catherine Engelbert For For Management
1d Elect Director Margaret Georgiadis For For Management
1e Elect Director Enrique Hernandez, Jr. For For Management
1f Elect Director Christopher Kempczinski For For Management
1g Elect Director Richard Lenny For For Management
1h Elect Director John Mulligan For For Management
1i Elect Director Sheila Penrose For For Management
1j Elect Director John Rogers, Jr. For For Management
1k Elect Director Paul Walsh For For Management
1l Elect Director Miles White For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Amend Omnibus Stock Plan For For Management
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Report on Sugar and Public Health Against Against Shareholder
--------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC.
Ticker: MDLZ Security ID: 609207105
Meeting Date: MAY 13, 2020 Meeting Type: Annual
Record Date: MAR 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lewis W.K. Booth For For Management
1.2 Elect Director Charles E. Bunch For For Management
1.3 Elect Director Debra A. Crew For For Management
1.4 Elect Director Lois D. Juliber For For Management
1.5 Elect Director Peter W. May For For Management
1.6 Elect Director Jorge S. Mesquita For For Management
1.7 Elect Director Fredric G. Reynolds For For Management
1.8 Elect Director Christiana S. Shi For For Management
1.9 Elect Director Patrick T. Siewert For For Management
1.10 Elect Director Michael A. Todman For For Management
1.11 Elect Director Jean-Francois M. L. van For For Management
Boxmeer
1.12 Elect Director Dirk Van de Put For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Consider Pay Disparity Between Against Against Shareholder
Executives and Other Employees
--------------------------------------------------------------------------------
MOTOROLA SOLUTIONS, INC.
Ticker: MSI Security ID: 620076307
Meeting Date: MAY 11, 2020 Meeting Type: Annual
Record Date: MAR 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory Q. Brown For For Management
1b Elect Director Kenneth D. Denman For For Management
1c Elect Director Egon P. Durban For For Management
1d Elect Director Clayton M. Jones For For Management
1e Elect Director Judy C. Lewent For For Management
1f Elect Director Gregory K. Mondre For For Management
1g Elect Director Anne R. Pramaggiore For For Management
1h Elect Director Joseph M. Tucci For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Political Contributions Against For Shareholder
--------------------------------------------------------------------------------
NORFOLK SOUTHERN CORPORATION
Ticker: NSC Security ID: 655844108
Meeting Date: MAY 14, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas D. Bell, Jr. For For Management
1b Elect Director Mitchell E. Daniels, Jr. For For Management
1c Elect Director Marcela E. Donadio For For Management
1d Elect Director John C. Huffard, Jr. For For Management
1e Elect Director Christopher T. Jones For For Management
1f Elect Director Thomas C. Kelleher For For Management
1g Elect Director Steven F. Leer For For Management
1h Elect Director Michael D. Lockhart For For Management
1i Elect Director Amy E. Miles For For Management
1j Elect Director Claude Mongeau For For Management
1k Elect Director Jennifer F. Scanlon For For Management
1l Elect Director James A. Squires For For Management
1m Elect Director John R. Thompson For For Management
2a Amend Articles Re: Voting Standard for For For Management
Amendment of Articles
2b Amend Articles Re: Simple Majority For For Management
Voting Standard to Approve Merger,
Share Exchange, Conversion, Sale,or
Dissolution of the Corporation
2c Amend Articles Re: Simple Majority For For Management
Voting Standard to Approve
Re-Domestication of the Corporation
and Affiliated Transactions
3 Ratify KPMG LLP as Auditor For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald E. Blaylock For For Management
1.2 Elect Director Albert Bourla For For Management
1.3 Elect Director W. Don Cornwell For For Management
1.4 Elect Director Joseph J. Echevarria For For Management
1.5 Elect Director Scott Gottlieb For For Management
1.6 Elect Director Helen H. Hobbs For For Management
1.7 Elect Director Susan Hockfield For For Management
1.8 Elect Director James M. Kilts For For Management
1.9 Elect Director Dan R. Littman For For Management
1.10 Elect Director Shantanu Narayen For For Management
1.11 Elect Director Suzanne Nora Johnson For For Management
1.12 Elect Director James Quincey For For Management
1.13 Elect Director James C. Smith For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Act by Written Consent Against Against Shareholder
5 Amend Proxy Access Right Against For Shareholder
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Require Independent Board Chair Against For Shareholder
8 Report on Gender Pay Gap Against For Shareholder
9 Elect Director Susan Desmond-Hellmann For For Management
--------------------------------------------------------------------------------
PROLOGIS, INC.
Ticker: PLD Security ID: 74340W103
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Hamid R. Moghadam For For Management
1b Elect Director Cristina G. Bita For For Management
1c Elect Director George L. Fotiades For For Management
1d Elect Director Lydia H. Kennard For For Management
1e Elect Director Irving F. Lyons, III For For Management
1f Elect Director Avid Modjtabai For For Management
1g Elect Director David P. O'Connor For For Management
1h Elect Director Olivier Piani For For Management
1i Elect Director Jeffrey L. Skelton For For Management
1j Elect Director Carl B. Webb For For Management
1k Elect Director William D. Zollars For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Increase Authorized Common Stock For For Management
5 Ratify KPMG LLP as Auditors For For Management
--------------------------------------------------------------------------------
ROSS STORES, INC.
Ticker: ROST Security ID: 778296103
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael Balmuth For For Management
1b Elect Director K. Gunnar Bjorklund For For Management
1c Elect Director Michael J. Bush For For Management
1d Elect Director Norman A. Ferber For For Management
1e Elect Director Sharon D. Garrett For For Management
1f Elect Director Stephen D. Milligan For For Management
1g Elect Director Patricia H. Mueller For For Management
1h Elect Director George P. Orban For For Management
1i Elect Director Gregory L. Quesnel For For Management
1j Elect Director Larree M. Renda For For Management
1k Elect Director Barbara Rentler 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
--------------------------------------------------------------------------------
SALESFORCE.COM, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: JUN 11, 2020 Meeting Type: Annual
Record Date: APR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc Benioff For For Management
1b Elect Director Craig Conway For For Management
1c Elect Director Parker Harris For For Management
1d Elect Director Alan Hassenfeld For For Management
1e Elect Director Neelie Kroes For For Management
1f Elect Director Colin Powell For For Management
1g Elect Director Sanford Robertson For For Management
1h Elect Director John V. Roos For For Management
1i Elect Director Robin Washington For For Management
1j Elect Director Maynard Webb For For Management
1k Elect Director Susan Wojcicki For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Qualified Employee Stock For For Management
Purchase Plan
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
SKYWORKS SOLUTIONS, INC.
Ticker: SWKS Security ID: 83088M102
Meeting Date: MAY 06, 2020 Meeting Type: Annual
Record Date: MAR 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David J. Aldrich For For Management
1b Elect Director Alan S. Batey For For Management
1c Elect Director Kevin L. Beebe For For Management
1d Elect Director Timothy R. Furey For For Management
1e Elect Director Liam K. Griffin For For Management
1f Elect Director Christine King For For Management
1g Elect Director David P. McGlade For For Management
1h Elect Director Robert A. Schriesheim For For Management
1i Elect Director Kimberly S. Stevenson For For Management
2 Ratify KPMG LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Qualified Employee Stock For For Management
Purchase Plan
5 Eliminate Supermajority Vote For For Management
Requirement to Approve Merger or
Consolidation, Disposition of All or
Substantially All of Assets, or
Issuance of a Substantial Amount of
Securities
6 Eliminate Supermajority Vote For For Management
Requirement to Approve Business
Combination
7 Eliminate Supermajority Vote For For Management
Requirement to Amend Charter
Provisions Governing Directors
8 Eliminate Supermajority Vote For For Management
Requirement to Amend Charter Provision
Governing Action by Stockholders
9 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED
Ticker: TXN Security ID: 882508104
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mark A. Blinn For For Management
1b Elect Director Todd M. Bluedorn For For Management
1c Elect Director Janet F. Clark For For Management
1d Elect Director Carrie S. Cox For For Management
1e Elect Director Martin S. Craighead For For Management
1f Elect Director Jean M. Hobby For For Management
1g Elect Director Michael D. Hsu For For Management
1h Elect Director Ronald Kirk For For Management
1i Elect Director Pamela H. Patsley For For Management
1j Elect Director Robert E. Sanchez For For Management
1k Elect Director Richard k. Templeton For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
THE BOEING COMPANY
Ticker: BA Security ID: 097023105
Meeting Date: APR 27, 2020 Meeting Type: Annual
Record Date: FEB 27, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert A. Bradway For For Management
1b Elect Director David L. Calhoun For For Management
1c Elect Director Arthur D. Collins, Jr. For For Management
1d Elect Director Edmund P. Giambastiani, For For Management
Jr.
1e Elect Director Lynn J. Good For For Management
1f Elect Director Nikki R. Haley - None None Management
Withdrawn Resolution
1g Elect Director Akhil Johri For For Management
1h Elect Director Lawrence W. Kellner For For Management
1i Elect Director Caroline B. Kennedy For For Management
1j Elect Director Steven M. Mollenkopf For For Management
1k Elect Director John M. Richardson For For Management
1l Elect Director Susan C. Schwab For For Management
1m Elect Director Ronald A. Williams 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 Require Director Nominee Qualifications Against Against Shareholder
5 Report on Lobbying Payments and Policy Against For Shareholder
6 Require Independent Board Chairman Against Against Shareholder
7 Provide Right to Act by Written Consent Against For Shareholder
8 Adopt Share Retention Policy For Against Against Shareholder
Senior Executives
9 Increase Disclosure of Compensation Against For Shareholder
Adjustments
--------------------------------------------------------------------------------
THE COCA-COLA COMPANY
Ticker: KO Security ID: 191216100
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Herbert A. Allen For For Management
1.2 Elect Director Marc Bolland For For Management
1.3 Elect Director Ana Botin For For Management
1.4 Elect Director Christopher C. Davis For For Management
1.5 Elect Director Barry Diller For For Management
1.6 Elect Director Helene D. Gayle For For Management
1.7 Elect Director Alexis M. Herman For For Management
1.8 Elect Director Robert A. Kotick For For Management
1.9 Elect Director Maria Elena Lagomasino For For Management
1.10 Elect Director James Quincey For For Management
1.11 Elect Director Caroline J. Tsay For For Management
1.12 Elect Director David B. Weinberg For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditor For For Management
4 Report on the Health Impacts and Risks Against Against Shareholder
of Sugar in the Company's Products
--------------------------------------------------------------------------------
THE HOME DEPOT, INC.
Ticker: HD Security ID: 437076102
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 23, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gerard J. Arpey For For Management
1b Elect Director Ari Bousbib For For Management
1c Elect Director Jeffery H. Boyd For For Management
1d Elect Director Gregory D. Brenneman For For Management
1e Elect Director J. Frank Brown For For Management
1f Elect Director Albert P. Carey For For Management
1g Elect Director Helena B. Foulkes For For Management
1h Elect Director Linda R. Gooden For For Management
1i Elect Director Wayne M. Hewett For For Management
1j Elect Director Manuel Kadre For For Management
1k Elect Director Stephanie C. Linnartz For For Management
1l Elect Director Craig A. Menear 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 Amend Shareholder Written Consent Against Against Shareholder
Provisions
5 Prepare Employment Diversity Report Against For Shareholder
and Report on Diversity Policies
6 Adopt Share Retention Policy For Against For Shareholder
Senior Executives
7 Report on Congruency Political Against For Shareholder
Analysis and Electioneering
Expenditures
--------------------------------------------------------------------------------
THE PNC FINANCIAL SERVICES GROUP, INC.
Ticker: PNC Security ID: 693475105
Meeting Date: APR 28, 2020 Meeting Type: Annual
Record Date: JAN 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph Alvarado For For Management
1.2 Elect Director Charles E. Bunch For For Management
1.3 Elect Director Debra A. Cafaro For For Management
1.4 Elect Director Marjorie Rodgers For For Management
Cheshire
1.5 Elect Director William S. Demchak For For Management
1.6 Elect Director Andrew T. Feldstein For For Management
1.7 Elect Director Richard J. Harshman For For Management
1.8 Elect Director Daniel R. Hesse For For Management
1.9 Elect Director Linda R. Medler For For Management
1.10 Elect Director Martin Pfinsgraff For For Management
1.11 Elect Director Toni Townes-Whitley For For Management
1.12 Elect Director Michael J. Ward For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Qualified Employee Stock For For Management
Purchase Plan
--------------------------------------------------------------------------------
THE WALT DISNEY COMPANY
Ticker: DIS Security ID: 254687106
Meeting Date: MAR 11, 2020 Meeting Type: Annual
Record Date: JAN 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Susan E. Arnold For For Management
1b Elect Director Mary T. Barra For For Management
1c Elect Director Safra A. Catz For For Management
1d Elect Director Francis A. deSouza For For Management
1e Elect Director Michael B.G. Froman For For Management
1f Elect Director Robert A. Iger For For Management
1g Elect Director Maria Elena Lagomasino For For Management
1h Elect Director Mark G. Parker For For Management
1i Elect Director Derica W. Rice For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Report on Lobbying Payments and Policy Against Against Shareholder
--------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 27, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc N. Casper For For Management
1b Elect Director Nelson J. Chai For For Management
1c Elect Director C. Martin Harris For For Management
1d Elect Director Tyler Jacks For For Management
1e Elect Director Judy C. Lewent For For Management
1f Elect Director Thomas J. Lynch For For Management
1g Elect Director Jim P. Manzi For For Management
1h Elect Director James C. Mullen For For Management
1i Elect Director Lars R. Sorensen For For Management
1j Elect Director Debora L. Spar For For Management
1k Elect Director Scott M. Sperling For For Management
1l Elect Director Dion J. Weisler For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
--------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY
Ticker: VMC Security ID: 929160109
Meeting Date: MAY 08, 2020 Meeting Type: Annual
Record Date: MAR 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Melissa H. Anderson For For Management
1b Elect Director O. B. Grayson Hall, Jr. For For Management
1c Elect Director James T. Prokopanko For For Management
1d Elect Director George Willis 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
--------------------------------------------------------------------------------
ZOETIS INC.
Ticker: ZTS Security ID: 98978V103
Meeting Date: MAY 20, 2020 Meeting Type: Annual
Record Date: MAR 26, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory Norden For For Management
1b Elect Director Louise M. Parent For For Management
1c Elect Director Kristin C. Peck For For Management
1d Elect Director Robert W. Scully 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 Auditor 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.
VANGUARD VARIABLE INSURANCE FUNDS
By: /s/Mortimer J. Buckley
Mortimer J. Buckley*
Chief Executive Officer, President, and Trustee
Date: September 1, 2020
*By: /s/Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018,
see File Number 33-32216. Incorporated by Reference.