UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM N-PX

                      ANNUAL REPORT OF PROXY VOTING RECORD
                                       OF
                   REGISTERED MANAGEMENT INVESTMENT COMPANIES

INVESTMENT COMPANY ACT FILE NUMBER:       811-05962

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, 2020 - JUNE 30, 2021



******************************* FORM N-Px REPORT *******************************
ICA File Number: 81105962A
Reporting Period: 07/01/2020 - 06/30/2021
VANGUARD VARIABLE INSURANCE FUNDS

Each investment advisor's votes cast are shown separately below. Sections
without an investment advisor listed reflect votes cast at the discretion of the
Fund. The votes reported do not reflect any votes cast pursuant to a regulatory
requirement.



=========== VANGUARD VARIABLE INSURANCE FUND - BALANCED PORTFOLIO -  ===========
===========                        WELLINGTON                        ===========


ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 23, 2021   Meeting Type: Annual
Record Date:  FEB 24, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Robert J. Alpern                  For       For          Management
1.2   Elect Roxanne S. Austin                 For       For          Management
1.3   Elect Sally E. Blount                   For       For          Management
1.4   Elect Robert B. Ford                    For       For          Management
1.5   Elect Michelle A. Kumbier               For       For          Management
1.6   Elect Darren W. McDew                   For       For          Management
1.7   Elect Nancy McKinstry                   For       For          Management
1.8   Elect William A. Osborn                 For       For          Management
1.9   Elect Michael F. Roman                  For       For          Management
1.10  Elect Daniel J. Starks                  For       For          Management
1.11  Elect John G. Stratton                  For       For          Management
1.12  Elect Glenn F. Tilton                   For       For          Management
1.13  Elect Miles D. White                    For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4A.   Elimination of Supermajority            For       For          Management
      Requirement for Article Amendments
4B.   Elimination of Supermajority            For       For          Management
      Requirement for Approval of Certain
      Extraordinary Transactions
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Report
6.    Shareholder Proposal Regarding Company  Against   Against      Shareholder
      Plan to Promote Racial Justice
7.    Shareholder Proposal Regarding          Against   For          Shareholder
      Independent Chair


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ACCENTURE PLC

Ticker:       ACN            Security ID:  G1151C101
Meeting Date: FEB 03, 2021   Meeting Type: Annual
Record Date:  DEC 07, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Jaime Ardila                      For       For          Management
1B.   Elect Herbert Hainer                    For       For          Management
1C.   Elect Nancy McKinstry                   For       For          Management
1D.   Elect Beth E. Mooney                    For       For          Management
1E.   Elect Gilles Pelisson                   For       For          Management
1F.   Elect Paula A. Price                    For       For          Management
1G.   Elect Venkata Renduchintala             For       For          Management
1H.   Elect David P. Rowland                  For       For          Management
1I.   Elect Arun Sarin                        For       For          Management
1J.   Elect Julie Sweet                       For       For          Management
1K.   Elect Frank Kui Tang                    For       For          Management
1L.   Elect Tracey T. Travis                  For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Appointment of Auditor and Authority    For       For          Management
      to Set Fees
4.    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
5.    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
6.    Authorize the Price Range at which the  For       For          Management
      Company can Re-allot Treasury Shares


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AIRBUS SE

Ticker:       AIR            Security ID:  N0280G100
Meeting Date: APR 14, 2021   Meeting Type: Annual
Record Date:  MAR 17, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
4.1   Accounts and Reports                    For       For          Management
4.2   Ratification of Non-Executive           For       For          Management
      Directors' Acts
4.3   Ratification of Executive Director's    For       For          Management
      Acts
4.4   Appointment of Auditor                  For       For          Management
4.5   Remuneration Report                     For       For          Management
4.6   Elect Rene  Obermann to the Board of    For       For          Management
      Directors
4.7   Elect Maria Amparo Moraleda Martinez    For       Against      Management
      to the Board of Directors
4.8   Elect Victor Chu Lap Lik to the Board   For       For          Management
      of Directors
4.9   Elect Jean-Pierre Clamadieu to the      For       For          Management
      Board of Directors
4.10  Authority to Issue Shares w/ or w/o     For       For          Management
      Preemptive Rights (Equity Plans)
4.11  Authority to Issue Shares w/ or w/o     For       For          Management
      Preemptive Rights (General Authority)
4.12  Authority to Repurchase Shares          For       For          Management
4.13  Cancellation of Shares                  For       For          Management


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ALIBABA GROUP HOLDING LIMITED

Ticker:       BABA           Security ID:  01609W102
Meeting Date: SEP 30, 2020   Meeting Type: Annual
Record Date:  AUG 17, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.    Amendment to By-Laws to Allow for       For       For          Management
      Virtual Meetings
2.1   Elect Maggie Wei WU                     For       For          Management
2.2   Elect Kabir MISRA                       For       For          Management
2.3   Elect Walter Teh Ming KWAUK             For       For          Management
3.    Appointment of Auditor                  For       For          Management


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ALPHABET INC.

Ticker:       GOOGL          Security ID:  02079K305
Meeting Date: JUN 02, 2021   Meeting Type: Annual
Record Date:  APR 06, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Larry Page                        For       For          Management
1B.   Elect Sergey Brin                       For       For          Management
1C.   Elect Sundar Pichai                     For       For          Management
1D.   Elect John L. Hennessy                  For       For          Management
1E.   Elect Frances H. Arnold                 For       For          Management
1F.   Elect L. John Doerr                     For       For          Management
1G.   Elect Roger W. Ferguson, Jr.            For       For          Management
1H.   Elect Ann Mather                        For       Against      Management
1I.   Elect Alan R. Mulally                   For       For          Management
1J.   Elect K. Ram Shriram                    For       For          Management
1K.   Elect Robin L. Washington               For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Approval of the 2021 Stock Plan         For       For          Management
4.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Recapitalization
5.    Shareholder Proposal Regarding Human    Against   Against      Shareholder
      Rights/Civil Rights Expertise on Board
6.    Shareholder Proposal Regarding Linking  Against   Against      Shareholder
      Executive Pay to Sustainability and
      Diversity
7.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Government Takedown Requests
8.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Third-Party Review and Report on
      Whistleblower Policies
9.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Charitable Contributions Disclosure
10.   Shareholder Proposal Regarding          Against   Against      Shareholder
      Anticompetitive Practices
11.   Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation


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AMAZON.COM, INC.

Ticker:       AMZN           Security ID:  023135106
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  APR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Jeffrey P. Bezos                  For       For          Management
1B.   Elect Keith B. Alexander                For       For          Management
1C.   Elect Jamie S. Gorelick                 For       For          Management
1D.   Elect Daniel P. Huttenlocher            For       For          Management
1E.   Elect Judith A. McGrath                 For       For          Management
1F.   Elect Indra K. Nooyi                    For       For          Management
1G.   Elect Jonathan J. Rubinstein            For       For          Management
1H.   Elect Thomas O. Ryder                   For       For          Management
1I.   Elect Patricia Q. Stonesifer            For       For          Management
1J.   Elect Wendell P. Weeks                  For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Report   Against   For          Shareholder
      on Customer Due Diligence
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Chair
6.    Shareholder Proposal Regarding Median   Against   For          Shareholder
      Gender and Racial Pay Equity Report
7.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Promotion Data
8.    Shareholder Proposal Regarding Report   Against   For          Shareholder
      on Plastic Packaging
9.    Shareholder Proposal Regarding Racial   Against   For          Shareholder
      Equity Audit
10.   Shareholder Proposal Regarding Hourly   Against   Against      Shareholder
      Associate Representation on the Board
11.   Shareholder Proposal Regarding          Against   For          Shareholder
      Anticompetitive Practices
12.   Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Call Special Meetings
13.   Shareholder Proposal Regarding          Against   For          Shareholder
      Lobbying Report
14.   Shareholder Proposal Regarding the      Against   For          Shareholder
      Human Rights Impacts of Facial
      Recognition Technology


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AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: MAY 04, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Thomas J. Baltimore, Jr.          For       For          Management
1B.   Elect Charlene Barshefsky               For       For          Management
1C.   Elect John J. Brennan                   For       For          Management
1D.   Elect Peter Chernin                     For       For          Management
1E.   Elect Ralph de la Vega                  For       For          Management
1F.   Elect Michael O. Leavitt                For       For          Management
1G.   Elect Theodore J. Leonsis               For       For          Management
1H.   Elect Karen L. Parkhill                 For       For          Management
1I.   Elect Charles E. Phillips, Jr.          For       For          Management
1J.   Elect Lynn A. Pike                      For       For          Management
1K.   Elect Stephen J. Squeri                 For       For          Management
1L.   Elect Daniel L. Vasella                 For       For          Management
1M.   Elect Lisa W. Wardell                   For       For          Management
1N.   Elect Ronald A. Williams                For       For          Management
1O.   Elect Christopher D. Young              For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent
5.    Shareholder Proposal Regarding          Against   For          Shareholder
      Diversity and Inclusion Report


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AMERICAN TOWER CORPORATION

Ticker:       AMT            Security ID:  03027X100
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Thomas Bartlett                   For       For          Management
1B.   Elect Raymond P. Dolan                  For       For          Management
1C.   Elect Kenneth R. Frank                  For       For          Management
1D.   Elect Robert D. Hormats                 For       For          Management
1E.   Elect Gustavo Lara Cantu                For       For          Management
1F.   Elect Grace D. Lieblein                 For       For          Management
1G.   Elect Craig Macnab                      For       For          Management
1H.   Elect JoAnn A. Reed                     For       For          Management
1I.   Elect Pamela D.A. Reeve                 For       For          Management
1J.   Elect David E. Sharbutt                 For       For          Management
1K.   Elect Bruce L. Tanner                   For       For          Management
1L.   Elect Samme L. Thompson                 For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Call Special Meetings
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Formation of a Human Rights Risk
      Oversight Committee


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ANTHEM, INC.

Ticker:       ANTM           Security ID:  036752103
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Lewis Hay III                     For       For          Management
1.2   Elect Antonio F. Neri                   For       For          Management
1.3   Elect Ramiro G. Peru                    For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 23, 2021   Meeting Type: Annual
Record Date:  DEC 28, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect James A. Bell                     For       For          Management
1B.   Elect Timothy D. Cook                   For       For          Management
1C.   Elect Albert A. Gore                    For       For          Management
1D.   Elect Andrea Jung                       For       For          Management
1E.   Elect Arthur D. Levinson                For       For          Management
1F.   Elect Monica C. Lozano                  For       For          Management
1G.   Elect Ronald D. Sugar                   For       For          Management
1H.   Elect Susan L. Wagner                   For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Proxy    Against   Against      Shareholder
      Access Bylaw Amendment
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Improvements in Executive Compensation
      Program


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ASTRAZENECA PLC

Ticker:       AZN            Security ID:  046353108
Meeting Date: MAY 11, 2021   Meeting Type: Annual
Record Date:  APR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.    Accounts and Reports                    For       For          Management
2.    Final Dividend                          For       For          Management
3.    Appointment of Auditor                  For       For          Management
4.    Authority to Set Auditor's Fees         For       For          Management
5A.   Elect Leif Johansson                    For       For          Management
5B.   Elect Pascal Soriot                     For       For          Management
5C.   Elect Marc Dunoyer                      For       For          Management
5D.   Elect Philip Broadley                   For       For          Management
5E.   Elect Euan Ashley                       For       For          Management
5F.   Elect Michel Demare                     For       For          Management
5G.   Elect Deborah DiSanzo                   For       For          Management
5H.   Elect Diana Layfield                    For       For          Management
5I.   Elect Sheri McCoy                       For       For          Management
5J.   Elect Tony SK MOK                       For       For          Management
5K.   Elect Nazneen Rahman                    For       For          Management
5L.   Elect Marcus Wallenberg                 For       For          Management
6.    Remuneration Report (Advisory)          For       For          Management
7.    Remuneration Policy (Binding)           For       For          Management
8.    Authorisation of Political Donations    For       For          Management
9.    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
10.   Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
11.   Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights (Specified Capital
      Investment)
12.   Authority to Repurchase Shares          For       For          Management
13.   Authority to Set General Meeting        For       Against      Management
      Notice Period at 14 Days
14.   AstraZeneca Performance Share Plan 2020 For       For          Management


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ASTRAZENECA PLC

Ticker:       AZN            Security ID:  046353108
Meeting Date: MAY 11, 2021   Meeting Type: Annual
Record Date:  APR 20, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.    Alexion Transaction                     For       For          Management


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BANK OF AMERICA CORPORATION

Ticker:       BAC            Security ID:  060505104
Meeting Date: APR 20, 2021   Meeting Type: Annual
Record Date:  MAR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Sharon L. Allen                   For       For          Management
1B.   Elect Susan S. Bies                     For       For          Management
1C.   Elect Frank P. Bramble, Sr.             For       For          Management
1D.   Elect Pierre J. P. de Weck              For       For          Management
1E.   Elect Arnold W. Donald                  For       For          Management
1F.   Elect Linda P. Hudson                   For       For          Management
1G.   Elect Monica C. Lozano                  For       For          Management
1H.   Elect Thomas J. May                     For       For          Management
1I.   Elect Brian T. Moynihan                 For       For          Management
1J.   Elect Lionel L. Nowell, III             For       For          Management
1K.   Elect Denise L. Ramos                   For       For          Management
1L.   Elect Clayton S. Rose                   For       For          Management
1M.   Elect Michael D. White                  For       For          Management
1N.   Elect Thomas D. Woods                   For       For          Management
1O.   Elect R. David Yost                     For       For          Management
1P.   Elect Maria T. Zuber                    For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Amendment to the Key Employee Equity    For       For          Management
      Plan
5.    Shareholder Proposal Regarding Proxy    Against   Against      Shareholder
      Access Bylaw Amendment
6.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent
7.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation
8.    Shareholder Proposal Regarding Racial   Against   For          Shareholder
      Equity Audit


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BAXTER INTERNATIONAL INC.

Ticker:       BAX            Security ID:  071813109
Meeting Date: MAY 04, 2021   Meeting Type: Annual
Record Date:  MAR 11, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Jose E. Almeida                   For       For          Management
1B.   Elect Thomas F. Chen                    For       For          Management
1C.   Elect John D. Forsyth                   For       For          Management
1D.   Elect Peter S. Hellman                  For       For          Management
1E.   Elect Michael F. Mahoney                For       For          Management
1F.   Elect Patricia Morrison                 For       For          Management
1G.   Elect Stephen N. Oesterle               For       For          Management
1H.   Elect Catherine R. Smith                For       For          Management
1I.   Elect Thomas T. Stallkamp               For       For          Management
1J.   Elect Albert P.L. Stroucken             For       For          Management
1K.   Elect Amy M. Wendell                    For       For          Management
1L.   Elect David S. Wilkes                   For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Approval of the 2021 Incentive Plan     For       For          Management
5.    Amendment to the Employee Stock         For       For          Management
      Purchase Plan
6.    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent
7.    Shareholder Proposal Regarding          Against   For          Shareholder
      Independent Chair


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BECTON, DICKINSON AND COMPANY

Ticker:       BDX            Security ID:  075887109
Meeting Date: JAN 26, 2021   Meeting Type: Annual
Record Date:  DEC 07, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Catherine M. Burzik               For       For          Management
1B.   Elect R. Andrew Eckert                  For       For          Management
1C.   Elect Vincent A. Forlenza               For       For          Management
1D.   Elect Claire M. Fraser                  For       For          Management
1E.   Elect Jeffrey W. Henderson              For       For          Management
1F.   Elect Christopher Jones                 For       For          Management
1G.   Elect Marshall O. Larsen                For       For          Management
1H.   Elect David F. Melcher                  For       For          Management
1I.   Elect Thomas E. Polen                   For       For          Management
1J.   Elect Claire Pomeroy                    For       For          Management
1K.   Elect Rebecca W. Rimel                  For       For          Management
1L.   Elect Timothy M. Ring                   For       For          Management
1M.   Elect Bertram L. Scott                  For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Call a Special Meeting


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BLACKROCK, INC.

Ticker:       BLK            Security ID:  09247X101
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Bader M. Alsaad                   For       For          Management
1B.   Elect Pamela Daley                      For       For          Management
1C.   Elect Jessica P. Einhorn                For       For          Management
1D.   Elect Laurence D. Fink                  For       For          Management
1E.   Elect William E. Ford                   For       For          Management
1F.   Elect Fabrizio Freda                    For       For          Management
1G.   Elect Murry S. Gerber                   For       For          Management
1H.   Elect Margaret L. Johnson               For       For          Management
1I.   Elect Robert S. Kapito                  For       For          Management
1J.   Elect Cheryl D. Mills                   For       For          Management
1K.   Elect Gordon M. Nixon                   For       For          Management
1L.   Elect Charles H. Robbins                For       For          Management
1M.   Elect Marco Antonio Slim Domit          For       For          Management
1N.   Elect Hans Vestberg                     For       For          Management
1O.   Elect Susan L. Wagner                   For       For          Management
1P.   Elect Mark Wilson                       For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4A.   Charter Amendment to Permit             For       For          Management
      Shareholders to Call Special Meetings
4B.   Charter Amendment to Eliminate          For       For          Management
      Supermajority Voting Requirements
4C.   Charter Amendments to Eliminate         For       For          Management
      Inapplicable Provisions and Make Other
      Technical Revisions
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: DEC 10, 2020   Meeting Type: Annual
Record Date:  OCT 12, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a.   Elect M. Michele Burns                  For       For          Management
1b.   Elect Wesley G. Bush                    For       For          Management
1c.   Elect Michael D. Capellas               For       For          Management
1d.   Elect Mark Garrett                      For       For          Management
1e.   Elect Kristina M. Johnson               For       For          Management
1f.   Elect Roderick C. McGeary               For       For          Management
1g.   Elect Charles H. Robbins                For       For          Management
1h.   Elect Arun Sarin                        For       Abstain      Management
1i.   Elect Brenton L. Saunders               For       For          Management
1j.   Elect Lisa T. Su                        For       For          Management
2.    Reincorporation from California to      For       For          Management
      Delaware
3.    Amendment to the 2005 Stock Incentive   For       For          Management
      Plan
4.    Advisory Vote on Executive Compensation For       For          Management
5.    Ratification of Auditor                 For       For          Management
6.    Shareholder Proposal Regarding          Against   For          Shareholder
      Independent Board Chair


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COMCAST CORPORATION

Ticker:       CMCSA          Security ID:  20030N101
Meeting Date: JUN 02, 2021   Meeting Type: Annual
Record Date:  APR 05, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Kenneth J. Bacon                  For       For          Management
1.2   Elect Madeline S. Bell                  For       For          Management
1.3   Elect Naomi M. Bergman                  For       For          Management
1.4   Elect Edward D. Breen                   For       For          Management
1.5   Elect Gerald L. Hassell                 For       For          Management
1.6   Elect Jeffrey A. Honickman              For       For          Management
1.7   Elect Maritza Gomez Montiel             For       For          Management
1.8   Elect Asuka Nakahara                    For       For          Management
1.9   Elect David C. Novak                    For       For          Management
1.10  Elect Brian L. Roberts                  For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Investigation and Report
      on Sexual Harassment


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DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Rainer M. Blair                   For       For          Management
1B.   Elect Linda P. Hefner Filler            For       For          Management
1C.   Elect Teri  List                        For       For          Management
1D.   Elect Walter G. Lohr, Jr.               For       For          Management
1E.   Elect Jessica L. Mega                   For       For          Management
1F.   Elect Mitchell P. Rales                 For       For          Management
1G.   Elect Steven M. Rales                   For       For          Management
1H.   Elect Pardis C. Sabeti                  For       For          Management
1I.   Elect John T. Schwieters                For       For          Management
1J.   Elect Alan G. Spoon                     For       For          Management
1K.   Elect Raymond C. Stevens                For       For          Management
1L.   Elect Elias A. Zerhouni                 For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Call Special Meetings


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DEERE & COMPANY

Ticker:       DE             Security ID:  244199105
Meeting Date: FEB 24, 2021   Meeting Type: Annual
Record Date:  DEC 31, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Tamra A. Erwin                    For       For          Management
1B.   Elect Alan C. Heuberger                 For       For          Management
1C.   Elect Charles O. Holliday, Jr.          For       For          Management
1D.   Elect Dipak C. Jain                     For       For          Management
1E.   Elect Michael O. Johanns                For       For          Management
1F.   Elect Clayton M. Jones                  For       For          Management
1G.   Elect John C. May                       For       For          Management
1H.   Elect Gregory R. Page                   For       For          Management
1I.   Elect Sherry M. Smith                   For       For          Management
1J.   Elect Dmitri L. Stockton                For       For          Management
1K.   Elect Sheila G. Talton                  For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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

DIAGEO PLC

Ticker:       DGE            Security ID:  G42089113
Meeting Date: SEP 28, 2020   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Remuneration Report (Advisory)          For       For          Management
3     Remuneration Policy (Binding)           For       For          Management
4     Final Dividend                          For       For          Management
5     Elect Melissa Bethell                   For       For          Management
6     Elect Javier Ferran                     For       For          Management
7     Elect Susan Kilsby                      For       For          Management
8     Elect Lady Nicola Mendelsohn            For       For          Management
9     Elect Ivan Menezes                      For       For          Management
10    Elect Kathryn A. Mikells                For       For          Management
11    Elect Alan Stewart                      For       For          Management
12    Appointment of Auditor                  For       For          Management
13    Authority to Set Auditor's Fees         For       For          Management
14    Authorisation of Political Donations    For       For          Management
15    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
16    Amendment to the 2001 Share Incentive   For       For          Management
      Plan
17    UK Sharesave Plan                       For       For          Management
18    Deferred Bonus Share Plan               For       For          Management
19    International Share Plans               For       For          Management
20    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
21    Authority to Repurchase Shares          For       For          Management
22    Authority to Set General Meeting        For       Against      Management
      Notice Period at 14 Days
23    Adoption of New Articles                For       For          Management
24    Ratification of Transactions            For       For          Management


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

DOLLAR GENERAL CORPORATION

Ticker:       DG             Security ID:  256677105
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 18, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Warren F. Bryant                  For       For          Management
1B.   Elect Michael M. Calbert                For       For          Management
1C.   Elect Patricia D. Fili-Krushel          For       For          Management
1D.   Elect Timothy I. McGuire                For       For          Management
1E.   Elect William C. Rhodes, III            For       For          Management
1F.   Elect Debra A. Sandler                  For       For          Management
1G.   Elect Ralph E. Santana                  For       For          Management
1H.   Elect Todd J. Vasos                     For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Approval of the 2021 Stock Incentive    For       For          Management
      Plan
5.    Charter Amendment to Allow              For       For          Management
      Shareholders to Call Special Meetings
6.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Call Special Meetings


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

DUKE ENERGY CORPORATION

Ticker:       DUK            Security ID:  26441C204
Meeting Date: MAY 06, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Michael G. Browning               For       For          Management
1.2   Elect Annette K. Clayton                For       For          Management
1.3   Elect Theodore F. Craver, Jr.           For       For          Management
1.4   Elect Robert M. Davis                   For       For          Management
1.5   Elect Caroline D. Dorsa                 For       For          Management
1.6   Elect W. Roy Dunbar                     For       For          Management
1.7   Elect Nicholas C. Fanandakis            For       For          Management
1.8   Elect Lynn J. Good                      For       For          Management
1.9   Elect John T. Herron                    For       For          Management
1.10  Elect E. Marie McKee                    For       For          Management
1.11  Elect Michael J. Pacilio                For       For          Management
1.12  Elect Thomas E. Skains                  For       For          Management
1.13  Elect William E. Webster, Jr.           For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Elimination of Supermajority            For       For          Management
      Requirement
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Chair
6.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Political Contributions and
      Expenditures Report


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

EXELON CORPORATION

Ticker:       EXC            Security ID:  30161N101
Meeting Date: APR 27, 2021   Meeting Type: Annual
Record Date:  MAR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Anthony K. Anderson               For       For          Management
1B.   Elect Ann C. Berzin                     For       For          Management
1C.   Elect Laurie Brlas                      For       For          Management
1D.   Elect Marjorie Rodgers Cheshire         For       For          Management
1E.   Elect Christopher M. Crane              For       For          Management
1F.   Elect Yves C. de Balmann                For       For          Management
1G.   Elect Linda P. Jojo                     For       For          Management
1H.   Elect Paul L. Joskow                    For       For          Management
1I.   Elect Robert J. Lawless                 For       For          Management
1J.   Elect John M. Richardson                For       For          Management
1K.   Elect Mayo A. Shattuck III              For       For          Management
1L.   Elect John F. Young                     For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Child    Against   Against      Shareholder
      Labor Linked to Electric Vehicles


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

FACEBOOK, INC.

Ticker:       FB             Security ID:  30303M102
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  APR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Peggy Alford                      For       Withhold     Management
1.2   Elect Marc L. Andreessen                For       For          Management
1.3   Elect Andrew W. Houston                 For       For          Management
1.4   Elect Nancy Killefer                    For       For          Management
1.5   Elect Robert M. Kimmitt                 For       For          Management
1.6   Elect Sheryl K. Sandberg                For       For          Management
1.7   Elect Peter A. Thiel                    For       For          Management
1.8   Elect Tracey T. Travis                  For       For          Management
1.9   Elect Mark Zuckerberg                   For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Amendment to the Director Compensation  For       For          Management
      Policy
4.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Recapitalization
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Independent Chair
6.    Shareholder Proposal Regarding Report   Against   For          Shareholder
      on Online Child Exploitation
7.    Shareholder Proposal Regarding Human    Against   Against      Shareholder
      Rights/Civil Rights Expertise on Board
8.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Reducing False and Divisive
      Information
9.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation


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

FIDELITY NATIONAL INFORMATION SERVICES, INC.

Ticker:       FIS            Security ID:  31620M106
Meeting Date: MAY 19, 2021   Meeting Type: Annual
Record Date:  MAR 25, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Ellen R. Alemany                  For       For          Management
1B.   Elect Jeffrey A. Goldstein              For       For          Management
1C.   Elect Lisa A. Hook                      For       For          Management
1D.   Elect Keith W. Hughes                   For       For          Management
1E.   Elect Gary L. Lauer                     For       For          Management
1F.   Elect Gary A. Norcross                  For       For          Management
1G.   Elect Louise M. Parent                  For       For          Management
1H.   Elect Brian T. Shea                     For       For          Management
1I.   Elect James B. Stallings, Jr.           For       For          Management
1J.   Elect Jeffrey E. Stiefler               For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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

FORTIVE CORPORATION

Ticker:       FTV            Security ID:  34959J108
Meeting Date: JUN 08, 2021   Meeting Type: Annual
Record Date:  APR 12, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Daniel L. Comas                   For       For          Management
1B.   Elect Feroz Dewan                       For       For          Management
1C.   Elect Sharmistha Dubey                  For       For          Management
1D.   Elect Rejji P. Hayes                    For       For          Management
1E.   Elect James A. Lico                     For       For          Management
1F.   Elect Kate D. Mitchell                  For       For          Management
1G.   Elect Jeannine Sargent                  For       For          Management
1H.   Elect Alan G. Spoon                     For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Adoption of Shareholder Right to Call   For       For          Management
      Special Meetings
5.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent


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

GLOBAL PAYMENTS INC.

Ticker:       GPN            Security ID:  37940X102
Meeting Date: APR 29, 2021   Meeting Type: Annual
Record Date:  MAR 05, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect F. Thaddeus Arroyo                For       For          Management
1B.   Elect Robert H.B. Baldwin, Jr.          For       For          Management
1C.   Elect John G. Bruno                     For       For          Management
1D.   Elect Kriss Cloninger III               For       For          Management
1E.   Elect William I Jacobs                  For       For          Management
1F.   Elect Joia M. Johnson                   For       For          Management
1G.   Elect Ruth Ann Marshall                 For       For          Management
1H.   Elect Connie D. McDaniel                For       For          Management
1I.   Elect William B. Plummer                For       For          Management
1J.   Elect Jeffrey S. Sloan                  For       For          Management
1K.   Elect John T. Turner                    For       For          Management
1L.   Elect M. Troy Woods                     For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent


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

HCA HEALTHCARE, INC.

Ticker:       HCA            Security ID:  40412C101
Meeting Date: APR 28, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Thomas F. Frist III               For       For          Management
1B.   Elect Samuel N. Hazen                   For       For          Management
1C.   Elect Meg G. Crofton                    For       For          Management
1D.   Elect Robert J. Dennis                  For       For          Management
1E.   Elect Nancy-Ann DeParle                 For       For          Management
1F.   Elect William R. Frist                  For       For          Management
1G.   Elect Charles O. Holliday, Jr.          For       For          Management
1H.   Elect Michael W. Michelson              For       For          Management
1I.   Elect Wayne J. Riley                    For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent
5.    Shareholder Proposal Regarding Impact   Against   Against      Shareholder
      of Quality Metrics on Executive
      Compensation


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

HUMANA INC.

Ticker:       HUM            Security ID:  444859102
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:  FEB 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A)   Elect Kurt J. Hilzinger                 For       For          Management
1B)   Elect Raquel C. Bono                    For       For          Management
1C)   Elect Bruce D. Broussard                For       For          Management
1D)   Elect Frank A. D'Amelio                 For       For          Management
1E)   Elect Wayne A.I. Frederick              For       For          Management
1F)   Elect John W. Garratt                   For       For          Management
1G)   Elect David A. Jones Jr.                For       For          Management
1H)   Elect Karen W. Katz                     For       For          Management
1I)   Elect Marcy S. Klevorn                  For       For          Management
1J)   Elect William J. McDonald               For       For          Management
1K)   Elect Jorge S. Mesquita                 For       For          Management
1L)   Elect James J. O'Brien                  For       For          Management
1M)   Elect Marissa T. Peterson               For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management


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

ILLINOIS TOOL WORKS INC.

Ticker:       ITW            Security ID:  452308109
Meeting Date: MAY 07, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Daniel J. Brutto                  For       For          Management
1B.   Elect Susan Crown                       For       For          Management
1C.   Elect Darrell L. Ford                   For       For          Management
1D.   Elect James W. Griffith                 For       For          Management
1E.   Elect Jay L. Henderson                  For       For          Management
1F.   Elect Richard H. Lenny                  For       For          Management
1G.   Elect E. Scott Santi                    For       For          Management
1H.   Elect David H. B. Smith, Jr.            For       For          Management
1I.   Elect Pamela B. Strobel                 For       For          Management
1J.   Elect Anre D. Williams                  For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 18, 2021   Meeting Type: Annual
Record Date:  MAR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Linda B. Bammann                  For       For          Management
1B.   Elect Stephen B. Burke                  For       For          Management
1C.   Elect Todd A. Combs                     For       For          Management
1D.   Elect James S. Crown                    For       For          Management
1E.   Elect James Dimon                       For       For          Management
1F.   Elect Timothy P. Flynn                  For       For          Management
1G.   Elect Mellody Hobson                    For       For          Management
1H.   Elect Michael A. Neal                   For       For          Management
1I.   Elect Phebe N. Novakovic                For       For          Management
1J.   Elect Virginia M. Rometty               For       For          Management
2.    Advisory Vote on Executive Compensation For       Against      Management
3.    Amendment to the Long-Term Incentive    For       For          Management
      Plan
4.    Ratification of Auditor                 For       For          Management
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Reducing Ownership Threshold Required
      to Act by Written Consent
6.    Shareholder Proposal Regarding Racial   Against   For          Shareholder
      Equity Audit
7.    Shareholder Proposal Regarding          Against   For          Shareholder
      Independent Chair
8.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Political Expenditures and Values
      Congruency


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

KLA CORP.

Ticker:       KLAC           Security ID:  482480100
Meeting Date: NOV 04, 2020   Meeting Type: Annual
Record Date:  SEP 16, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Edward W. Barnholt                For       For          Management
1B.   Elect Robert M. Calderoni               For       For          Management
1C.   Elect Jeneanne Hanley                   For       For          Management
1D.   Elect Emiko Higashi                     For       For          Management
1E.   Elect Kevin J. Kennedy                  For       For          Management
1F.   Elect Gary B. Moore                     For       For          Management
1G.   Elect Marie E. Myers                    For       For          Management
1H.   Elect Kiran M. Patel                    For       For          Management
1I.   Elect Victor Peng                       For       For          Management
1J.   Elect Robert A. Rango                   For       For          Management
1K.   Elect Richard P. Wallace                For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Proxy    Against   For          Shareholder
      Access


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

LAM RESEARCH CORP.

Ticker:       LRCX           Security ID:  512807108
Meeting Date: NOV 03, 2020   Meeting Type: Annual
Record Date:  SEP 04, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Sohail U. Ahmed                   For       For          Management
1.2   Elect Timothy M. Archer                 For       For          Management
1.3   Elect Eric K. Brandt                    For       For          Management
1.4   Elect Michael R. Cannon                 For       For          Management
1.5   Elect Catherine P. Lego                 For       For          Management
1.6   Elect Bethany J. Mayer                  For       For          Management
1.7   Elect Abhijit Y. Talwalkar              For       For          Management
1.8   Elect Lih-Shyng (Rick L.) Tsai          For       For          Management
1.9   Elect Leslie F. Varon                   For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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

LOCKHEED MARTIN CORPORATION

Ticker:       LMT            Security ID:  539830109
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:  FEB 26, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Daniel F. Akerson                 For       For          Management
1B.   Elect David B. Burritt                  For       For          Management
1C.   Elect Bruce A. Carlson                  For       For          Management
1D.   Elect Joseph Dunford Jr.                For       For          Management
1E.   Elect James O. Ellis, Jr.               For       For          Management
1F.   Elect Thomas J. Falk                    For       For          Management
1G.   Elect Ilene S. Gordon                   For       For          Management
1H.   Elect Vicki A. Hollub                   For       For          Management
1I.   Elect Jeh C. Johnson                    For       For          Management
1J.   Elect Debra L. Reed-Klages              For       For          Management
1K.   Elect James D. Taiclet                  For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent
5.    Shareholder Proposal Regarding Human    Against   Against      Shareholder
      Rights Due Diligence Process Report


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

MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Lloyd H. Dean                     For       For          Management
1B.   Elect Robert A. Eckert                  For       For          Management
1C.   Elect Catherine Engelbert               For       For          Management
1D.   Elect Margaret H. Georgiadis            For       For          Management
1E.   Elect Enrique Hernandez, Jr.            For       Against      Management
1F.   Elect Christopher Kempczinski           For       For          Management
1G.   Elect Richard H. Lenny                  For       For          Management
1H.   Elect John Mulligan                     For       For          Management
1I.   Elect Sheila A. Penrose                 For       For          Management
1J.   Elect John W. Rogers, Jr.               For       For          Management
1K.   Elect Paul S. Walsh                     For       For          Management
1L.   Elect Miles D. White                    For       Against      Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Sugar and Public Health
5.    Shareholder Proposal Regarding Use of   Against   Against      Shareholder
      Antibiotics and Study on Effects on
      Market
6.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent


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

MICROSOFT CORPORATION

Ticker:       MSFT           Security ID:  594918104
Meeting Date: DEC 02, 2020   Meeting Type: Annual
Record Date:  OCT 08, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Reid G. Hoffman                   For       For          Management
1B.   Elect Hugh F. Johnston                  For       For          Management
1C.   Elect Teri L. List-Stoll                For       For          Management
1D.   Elect Satya Nadella                     For       For          Management
1E.   Elect Sandra E. Peterson                For       For          Management
1F.   Elect Penny S. Pritzker                 For       For          Management
1G.   Elect Charles W. Scharf                 For       For          Management
1H.   Elect Arne M. Sorenson                  For       For          Management
1I.   Elect John W. Stanton                   For       For          Management
1J.   Elect John W. Thompson                  For       For          Management
1K.   Elect Emma N. Walmsley                  For       For          Management
1L.   Elect Padmasree Warrior                 For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Non-Management Employee
      Representation on the Board


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

MORGAN STANLEY

Ticker:       MS             Security ID:  617446448
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Elizabeth Corley                  For       For          Management
1B.   Elect Alistair Darling                  For       For          Management
1C.   Elect Thomas H. Glocer                  For       For          Management
1D.   Elect James P. Gorman                   For       For          Management
1E.   Elect Robert H. Herz                    For       For          Management
1F.   Elect Nobuyuki Hirano                   For       For          Management
1G.   Elect Hironori Kamezawa                 For       For          Management
1H.   Elect Shelley B. Leibowitz              For       For          Management
1I.   Elect Stephen J. Luczo                  For       For          Management
1J.   Elect Judith A. Miscik                  For       For          Management
1K.   Elect Dennis M. Nally                   For       For          Management
1L.   Elect Mary L. Schapiro                  For       For          Management
1M.   Elect Perry M. Traquina                 For       For          Management
1N.   Elect Rayford Wilkins Jr.               For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Amendment to the Equity Incentive       For       For          Management
      Compensation Plan


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

NESTLE SA

Ticker:       NESN           Security ID:  H57312649
Meeting Date: APR 15, 2021   Meeting Type: Annual
Record Date:  APR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accounts and Reports                    For       TNA          Management
1.2   Compensation Report                     For       TNA          Management
2     Ratification of Board and Management    For       TNA          Management
      Acts
3     Allocation of Profits/Dividends         For       TNA          Management
4.1.1 Elect Paul Bulcke as Board Chair        For       TNA          Management
4.1.2 Elect Ulf Mark Schneider                For       TNA          Management
4.1.3 Elect Henri de Castries                 For       TNA          Management
4.1.4 Elect Renato Fassbind                   For       TNA          Management
4.1.5 Elect Pablo Isla Alvarez de Tejera      For       TNA          Management
4.1.6 Elect Ann Veneman                       For       TNA          Management
4.1.7 Elect Eva Cheng Li Kam Fun              For       TNA          Management
4.1.8 Elect Patrick Aebischer                 For       TNA          Management
4.1.9 Elect Kasper Rorsted                    For       TNA          Management
4.110 Elect Kimberly A. Ross                  For       TNA          Management
4.111 Elect Dick Boer                         For       TNA          Management
4.112 Elect Dinesh C. Paliwal                 For       TNA          Management
4.113 Elect Hanne Jimenez de Mora             For       TNA          Management
4.2   Elect Lindiwe Majele Sibanda            For       TNA          Management
4.3.1 Elect Pablo Isla Alvarez de Tejera as   For       TNA          Management
      Compensation Committee Member
4.3.2 Elect Patrick Aebischer as              For       TNA          Management
      Compensation Committee Member
4.3.3 Elect Dick Boer as Compensation         For       TNA          Management
      Committee Member
4.3.4 Elect Kasper Rorsted as Compensation    For       TNA          Management
      Committee Member
4.4   Appointment of Auditor                  For       TNA          Management
4.5   Appointment of Independent Proxy        For       TNA          Management
5.1   Board Compensation                      For       TNA          Management
5.2   Executive Compensation                  For       TNA          Management
6     Cancellation of Shares and Reduction    For       TNA          Management
      in Share Capital
7     Advisory Vote on Climate Roadmap        For       TNA          Management
8     Additional or Amended Shareholder       Against   TNA          Shareholder
      Proposals


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

NORTHROP GRUMMAN CORPORATION

Ticker:       NOC            Security ID:  666807102
Meeting Date: MAY 19, 2021   Meeting Type: Annual
Record Date:  MAR 23, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Kathy J. Warden                   For       For          Management
1B.   Elect David P. Abney                    For       For          Management
1C.   Elect Marianne C. Brown                 For       For          Management
1D.   Elect Donald E. Felsinger               For       For          Management
1E.   Elect Ann M. Fudge                      For       For          Management
1F.   Elect William H. Hernandez              For       For          Management
1G.   Elect Madeleine A. Kleiner              For       For          Management
1H.   Elect Karl J. Krapek                    For       For          Management
1I.   Elect Gary Roughead                     For       For          Management
1J.   Elect Thomas M. Schoewe                 For       For          Management
1K.   Elect James S. Turley                   For       For          Management
1L.   Elect Mark A. Welsh III                 For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Human Rights Impact Assessments
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Reducing Ownership Threshold Required
      to Act by Written Consent


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

NOVARTIS AG

Ticker:       NOVN           Security ID:  H5820Q150
Meeting Date: MAR 02, 2021   Meeting Type: Annual
Record Date:  FEB 25, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       TNA          Management
2     Ratification of Board and Management    For       TNA          Management
      Acts
3     Allocation of Profits/Dividends         For       TNA          Management
4     Cancellation of Shares and Reduction    For       TNA          Management
      in Share Capital
5     Authority to Repurchase Shares          For       TNA          Management
6.1   Board Compensation                      For       TNA          Management
6.2   Executive Compensation                  For       TNA          Management
6.3   Compensation Report                     For       TNA          Management
7.1   Elect Jorg Reinhardt as Board Chair     For       TNA          Management
7.2   Elect Nancy C. Andrews                  For       TNA          Management
7.3   Elect Ton Buchner                       For       TNA          Management
7.4   Elect Patrice Bula                      For       TNA          Management
7.5   Elect Elizabeth Doherty                 For       TNA          Management
7.6   Elect Ann M. Fudge                      For       TNA          Management
7.7   Elect Bridgette P. Heller               For       TNA          Management
7.8   Elect Frans van Houten                  For       TNA          Management
7.9   Elect Simon Moroney                     For       TNA          Management
7.10  Elect Andreas von Planta                For       TNA          Management
7.11  Elect Charles L. Sawyers                For       TNA          Management
7.12  Elect Enrico Vanni                      For       TNA          Management
7.13  Elect William T. Winters                For       TNA          Management
8.1   Elect Patrice Bula as Compensation      For       TNA          Management
      Committee  Member
8.2   Elect Bridgette P. Heller as            For       TNA          Management
      Compensation Committee  Member
8.3   Elect Enrico Vanni as Compensation      For       TNA          Management
      Committee  Member
8.4   Elect William T. Winters as             For       TNA          Management
      Compensation Committee  Member
8.5   Elect Simon Moroney as Compensation     For       TNA          Management
      Committee  Member
9     Appointment of Auditor                  For       TNA          Management
10    Appointment of Independent Proxy        For       TNA          Management
11    Amendments to Articles (Term of Office) For       TNA          Management
B     Additional or Amended Proposals         N/A       TNA          Management


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

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:  FEB 24, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Ronald E. Blaylock                For       For          Management
1B.   Elect Albert Bourla                     For       For          Management
1C.   Elect Susan Desmond-Hellmann            For       For          Management
1D.   Elect Joseph J. Echevarria              For       For          Management
1E.   Elect Scott Gottlieb                    For       For          Management
1F.   Elect Helen H. Hobbs                    For       For          Management
1G.   Elect Susan Hockfield                   For       For          Management
1H.   Elect Dan R. Littman                    For       For          Management
1I.   Elect Shantanu Narayen                  For       For          Management
1J.   Elect Suzanne Nora Johnson              For       For          Management
1K.   Elect James Quincey                     For       For          Management
1L.   Elect James C. Smith                    For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding          Against   For          Shareholder
      Independent Chair
5.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Political Expenditures and Values
      Congruency
6.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Access to COVID-19 Products


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

PROCTER & GAMBLE CO.

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 13, 2020   Meeting Type: Annual
Record Date:  AUG 14, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Francis S. Blake                  For       For          Management
1B.   Elect Angela F. Braly                   For       For          Management
1C.   Elect Amy L. Chang                      For       For          Management
1D.   Elect Joseph Jimenez                    For       For          Management
1E.   Elect Debra L. Lee                      For       For          Management
1F.   Elect Terry J. Lundgren                 For       For          Management
1G.   Elect Christine M. McCarthy             For       For          Management
1H.   Elect W. James McNerney, Jr.            For       For          Management
1I.   Elect Nelson Peltz                      For       For          Management
1J.   Elect David. S. Taylor                  For       For          Management
1K.   Elect Margaret C. Whitman               For       For          Management
1L.   Elect Patricia A. Woertz                For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Amendment to the Stock Ownership Plan   For       For          Management
5.    Shareholder Proposal Regarding          Against   For          Shareholder
      Deforestation Report
6.    Shareholder Proposal Regarding          Against   For          Shareholder
      Diversity and Inclusion Report


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

PRUDENTIAL PLC

Ticker:       PRU            Security ID:  G72899100
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Remuneration Report (Advisory)          For       For          Management
3     Elect Chua Sock Koong                   For       For          Management
4     Elect Ming Lu                           For       For          Management
5     Elect Jeanette Wong                     For       For          Management
6     Elect Shriti Vadera                     For       For          Management
7     Elect Jeremy Anderson                   For       For          Management
8     Elect Mark FitzPatrick                  For       For          Management
9     Elect David Law                         For       For          Management
10    Elect Anthony Nightingale               For       For          Management
11    Elect Philip Remnant                    For       For          Management
12    Elect Alice D. Schroeder                For       For          Management
13    Elect Stuart James Turner               For       For          Management
14    Elect Thomas R. Watjen                  For       For          Management
15    Elect Michael A. Wells                  For       For          Management
16    Elect Fields Wicker-Miurin              For       For          Management
17    Elect Yok Tak Amy Yip                   For       For          Management
18    Appointment of Auditor                  For       For          Management
19    Authority to Set Auditor's Fees         For       For          Management
20    Authorisation of Political Donations    For       For          Management
21    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
22    Authority to Issue Repurchased Shares   For       For          Management
      w/ Preemptive Rights
23    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
24    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights (Specified Capital
      Investment)
25    Authority to Repurchase Shares          For       For          Management
26    Authority to Set General Meeting        For       Against      Management
      Notice Period at 14 Days


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

RAYTHEON TECHNOLOGIES CORPORATION

Ticker:       RTX            Security ID:  75513E101
Meeting Date: APR 26, 2021   Meeting Type: Annual
Record Date:  MAR 02, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Tracy A. Atkinson                 For       For          Management
1B.   Elect Gregory J. Hayes                  For       For          Management
1C.   Elect Thomas A. Kennedy                 For       For          Management
1D.   Elect Marshall O. Larsen                For       For          Management
1E.   Elect George R. Oliver                  For       For          Management
1F.   Elect Robert K. Ortberg                 For       For          Management
1G.   Elect Margaret L. O'Sullivan            For       For          Management
1H.   Elect Dinesh C. Paliwal                 For       For          Management
1I.   Elect Ellen M. Pawlikowski              For       For          Management
1J.   Elect Denise L. Ramos                   For       For          Management
1K.   Elect Fredric G. Reynolds               For       For          Management
1L.   Elect Brian C. Rogers                   For       For          Management
1M.   Elect James A. Winnefeld, Jr.           For       For          Management
1N.   Elect Robert O. Work                    For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Approval of the Executive Annual        For       For          Management
      Incentive Plan
5.    Amendment to the 2018 Long-Term         For       For          Management
      Incentive Plan
6.    Shareholder Proposal Regarding Proxy    Against   Against      Shareholder
      Access Bylaw Amendment


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

ROYAL DUTCH SHELL PLC

Ticker:       RDSB           Security ID:  G7690A100
Meeting Date: MAY 18, 2021   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.    Accounts and Reports                    For       For          Management
2.    Remuneration Report (Advisory)          For       For          Management
3.    Elect Jane H. Lute                      For       For          Management
4.    Elect Ben Van Beurden                   For       For          Management
5.    Elect Dick Boer                         For       For          Management
6.    Elect Neil A.P. Carson                  For       For          Management
7.    Elect Ann F. Godbehere                  For       For          Management
8.    Elect Euleen Y.K. GOH                   For       For          Management
9.    Elect Catherine J. Hughes               For       For          Management
10.   Elect Martina Hund-Mejean               For       For          Management
11.   Elect Andrew Mackenzie                  For       For          Management
12.   Elect Abraham Schot                     For       For          Management
13.   Elect Jessica Uhl                       For       For          Management
14.   Elect Gerrit Zalm                       For       For          Management
15.   Appointment of Auditor                  For       For          Management
16.   Authority to Set Auditor's Fees         For       For          Management
17.   Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
18.   Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
19.   Authority to Repurchase Shares          For       For          Management
20.   Approval of the Energy Transition       For       For          Management
      Strategy
21.   Shareholder Proposal Regarding GHG      Against   Against      Shareholder
      Reduction Targets


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

S&P GLOBAL INC.

Ticker:       SPGI           Security ID:  78409V104
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a.   Elect Marco Alvera                      For       For          Management
1b.   Elect William J. Amelio                 For       For          Management
1c.   Elect William D. Green                  For       For          Management
1d.   Elect Stephanie C. Hill                 For       For          Management
1e.   Elect Rebecca Jacoby                    For       For          Management
1f.   Elect Monique F. Leroux                 For       For          Management
1g.   Elect Ian P. Livingston                 For       For          Management
1h.   Elect Maria R. Morris                   For       For          Management
1i.   Elect Douglas L. Peterson               For       For          Management
1j.   Elect Edward B. Rust, Jr.               For       For          Management
1k.   Elect Kurt L. Schmoke                   For       For          Management
1l.   Elect Richard E. Thornburgh             For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Approval of Emissions       For       For          Management
      Reduction Plan
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation


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

SALESFORCE.COM, INC.

Ticker:       CRM            Security ID:  79466L302
Meeting Date: JUN 10, 2021   Meeting Type: Annual
Record Date:  APR 15, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Marc R. Benioff                   For       For          Management
1B.   Elect Craig A. Conway                   For       For          Management
1C.   Elect Parker Harris                     For       For          Management
1D.   Elect Alan G. Hassenfeld                For       For          Management
1E.   Elect Neelie Kroes                      For       For          Management
1F.   Elect Colin L. Powell                   For       For          Management
1G.   Elect Sanford R. Robertson              For       For          Management
1H.   Elect John V. Roos                      For       For          Management
1I.   Elect Robin L. Washington               For       For          Management
1J.   Elect Maynard G. Webb                   For       For          Management
1K.   Elect Susan D. Wojcicki                 For       For          Management
2.    Amendment to the 2013 Equity Incentive  For       For          Management
      Plan
3.    Ratification of Auditor                 For       For          Management
4.    Advisory Vote on Executive Compensation For       For          Management
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation


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

SCHNEIDER ELECTRIC SE

Ticker:       SU             Security ID:  F86921107
Meeting Date: APR 28, 2021   Meeting Type: Mix
Record Date:  APR 23, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports; Non               For       For          Management
      Tax-Deductible Expenses
2     Consolidated Accounts and Reports       For       For          Management
3     Allocation of Profits/Dividends         For       For          Management
4     Special Auditors Report on Regulated    For       For          Management
      Agreements
5     2020 Remuneration Report                For       For          Management
6     2020 Remuneration of Jean-Pascal        For       For          Management
      Tricoire, Chair and CEO
7     2021 Remuneration Policy (Chair and     For       For          Management
      CEO)
8     2021 Remuneration Policy (Board of      For       For          Management
      Directors)
9     Elect Jean-Pascal Tricoire              For       For          Management
10    Elect Anna Ohlsson-Leijon               For       For          Management
11    Election of Thierry Jacquet (Employee   Against   Against      Management
      Shareholder Representatives)
12    Election of Zennia Csikos (Employee     Against   Against      Management
      Shareholder Representatives)
13    Elect Xiaoyun Ma (Employee Shareholder  For       For          Management
      Representatives)
14    Election of Malene Kvist Kristensen     Against   Against      Management
      (Employee Shareholder Representatives)
15    Authority to Repurchase and Reissue     For       For          Management
      Shares
16    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
17    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
18    Authority to Issue Shares Through       For       For          Management
      Private Placement
19    Greenshoe                               For       For          Management
20    Authority to Increase Capital in        For       For          Management
      Consideration for Contributions In Kind
21    Authority to Increase Capital Through   For       For          Management
      Capitalisations
22    Employee Stock Purchase Plan            For       For          Management
23    Stock Purchase Plan for Overseas        For       For          Management
      Employees
24    Authority to Cancel Shares and Reduce   For       For          Management
      Capital
25    Amendments to Article Regarding Board   For       For          Management
      Powers
26    Authorisation of Legal Formalities      For       For          Management


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

SYSCO CORP.

Ticker:       SYY            Security ID:  871829107
Meeting Date: NOV 20, 2020   Meeting Type: Annual
Record Date:  SEP 21, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Daniel J. Brutto                  For       For          Management
1B.   Elect John Cassaday                     For       For          Management
1C.   Elect Joshua D. Frank                   For       For          Management
1D.   Elect Larry C. Glasscock                For       For          Management
1E.   Elect Bradley M. Halverson              For       For          Management
1F.   Elect John M. Hinshaw                   For       For          Management
1G.   Elect Kevin P. Hourican                 For       For          Management
1H.   Elect Hans-Joachim Koerber              For       For          Management
1I.   Elect Stephanie A. Lundquist            For       For          Management
1J.   Elect Nelson Peltz                      For       For          Management
1K.   Elect Edward D. Shirley                 For       For          Management
1L.   Elect Sheila G. Talton                  For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.

Ticker:       2330           Security ID:  874039100
Meeting Date: JUN 08, 2021   Meeting Type: Annual
Record Date:  APR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1)    Accounts and Reports                    For       For          Management
2)    Amendments to Procedural Rules:         For       For          Management
      Election of Directors
3)    Adoption of Employee Restricted Stock   For       For          Management
      Plan
4.1   Elect Mark LIU                          For       For          Management
4.2   Elect Che-Chia  WEI                     For       For          Management
4.3   Elect Fan-Cheng TSENG                   For       For          Management
4.4   Elect Ming-Hsin KUNG                    For       For          Management
4.5   Elect Peter L. Bonfield                 For       For          Management
4.6   Elect Kok-Choo  CHEN                    For       For          Management
4.7   Elect Michael R. Splinter               For       For          Management
4.8   Elect Moshe  N.Gavrielov                For       For          Management
4.9   Elect Yancey HAI                        For       For          Management
4.10  Elect L. Rafael Reif                    For       For          Management


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

TEXAS INSTRUMENTS INCORPORATED

Ticker:       TXN            Security ID:  882508104
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:  FEB 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Mark A. Blinn                     For       For          Management
1B.   Elect Todd M. Bluedorn                  For       For          Management
1C.   Elect Janet F. Clark                    For       For          Management
1D.   Elect Carrie S. Cox                     For       For          Management
1E.   Elect Martin S. Craighead               For       For          Management
1F.   Elect Jean M. Hobby                     For       For          Management
1G.   Elect Michael D. Hsu                    For       For          Management
1H.   Elect Ronald Kirk                       For       For          Management
1I.   Elect Pamela H. Patsley                 For       For          Management
1J.   Elect Robert E. Sanchez                 For       For          Management
1K.   Elect Richard K. Templeton              For       For          Management
2.    Advisory Vote on Executive Compensation For       Against      Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Right    Against   For          Shareholder
      to Act by Written Consent


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

THE CHARLES SCHWAB CORPORATION

Ticker:       SCHW           Security ID:  808513105
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 15, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Walter W. Bettinger II            For       For          Management
1B.   Elect Joan T. Dea                       For       Against      Management
1C.   Elect Christopher V. Dodds              For       For          Management
1D.   Elect Mark A. Goldfarb                  For       For          Management
1E.   Elect Bharat B. Masrani                 For       For          Management
1F.   Elect Charles A. Ruffel                 For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding          Against   For          Shareholder
      Lobbying Report
5.    Shareholder Proposal Regarding Board    Against   For          Shareholder
      Declassification


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

THE COCA-COLA COMPANY

Ticker:       KO             Security ID:  191216100
Meeting Date: APR 20, 2021   Meeting Type: Annual
Record Date:  FEB 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Herbert A. Allen                  For       For          Management
1B.   Elect Marc Bolland                      For       For          Management
1C.   Elect Ana Patricia Botin-Sanz de        For       For          Management
      Sautuola y O'Shea
1D.   Elect Christopher C. Davis              For       For          Management
1E.   Elect Barry Diller                      For       For          Management
1F.   Elect Helene D. Gayle                   For       For          Management
1G.   Elect Alexis M. Herman                  For       For          Management
1H.   Elect Robert A. Kotick                  For       For          Management
1I.   Elect Maria Elena Lagomasino            For       For          Management
1J.   Elect James Quincey                     For       For          Management
1K.   Elect Caroline J. Tsay                  For       For          Management
1L.   Elect David B. Weinberg                 For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Sugar and Public Health


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

THE GOLDMAN SACHS GROUP, INC.

Ticker:       GS             Security ID:  38141G104
Meeting Date: APR 29, 2021   Meeting Type: Annual
Record Date:  MAR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect M. Michele Burns                  For       For          Management
1B.   Elect Drew G. Faust                     For       For          Management
1C.   Elect Mark Flaherty                     For       For          Management
1D.   Elect Ellen J. Kullman                  For       For          Management
1E.   Elect Lakshmi N. Mittal                 For       Against      Management
1F.   Elect Adebayo O. Ogunlesi               For       For          Management
1G.   Elect Peter Oppenheimer                 For       For          Management
1H.   Elect David M. Solomon                  For       For          Management
1I.   Elect Jan E. Tighe                      For       For          Management
1J.   Elect Jessica Uhl                       For       For          Management
1K.   Elect David A. Viniar                   For       For          Management
1L.   Elect Mark O. Winkelman                 For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Amendment to the Stock Incentive Plan   For       For          Management
4.    Ratification of Auditor                 For       For          Management
5.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Act by Written Consent
6.    Shareholder Proposal Regarding Report   Against   For          Shareholder
      on The Impact of Mandatory Arbitration
      Policies
7.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation
8.    Shareholder Proposal Regarding Racial   Against   For          Shareholder
      Equity Audit


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

THE HOME DEPOT, INC.

Ticker:       HD             Security ID:  437076102
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Gerard J. Arpey                   For       For          Management
1B.   Elect Ari Bousbib                       For       For          Management
1C.   Elect Jeffery H. Boyd                   For       For          Management
1D.   Elect Gregory D. Brenneman              For       For          Management
1E.   Elect J. Frank Brown                    For       For          Management
1F.   Elect Albert P. Carey                   For       For          Management
1G.   Elect Helena B. Foulkes                 For       For          Management
1H.   Elect Linda R. Gooden                   For       For          Management
1I.   Elect Wayne M. Hewett                   For       For          Management
1J.   Elect Manuel Kadre                      For       For          Management
1K.   Elect Stephanie C. Linnartz             For       For          Management
1L.   Elect Craig A. Menear                   For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Reducing Ownership Threshold Required
      to Act by Written Consent
5.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Political Expenditures and Values
      Congruency
6.    Shareholder Proposal Regarding Prison   Against   Against      Shareholder
      Labor


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

THE PROGRESSIVE CORPORATION

Ticker:       PGR            Security ID:  743315103
Meeting Date: MAY 07, 2021   Meeting Type: Annual
Record Date:  MAR 12, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Philip F. Bleser                  For       For          Management
1B.   Elect Stuart B. Burgdoerfer             For       For          Management
1C.   Elect Pamela J. Craig                   For       For          Management
1D.   Elect Charles A. Davis                  For       For          Management
1E.   Elect Roger N. Farah                    For       For          Management
1F.   Elect Lawton W. Fitt                    For       For          Management
1G.   Elect Susan Patricia Griffith           For       For          Management
1H.   Elect Devin C. Johnson                  For       For          Management
1I.   Elect Jeffrey D. Kelly                  For       For          Management
1J.   Elect Barbara R. Snyder                 For       For          Management
1K.   Elect Jan E. Tighe                      For       For          Management
1L.   Elect Kahina Van Dyke                   For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management


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

THE TJX COMPANIES, INC.

Ticker:       TJX            Security ID:  872540109
Meeting Date: JUN 08, 2021   Meeting Type: Annual
Record Date:  APR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Zein Abdalla                      For       For          Management
1B.   Elect Jose B Alvarez                    For       For          Management
1C.   Elect Alan M. Bennett                   For       For          Management
1D.   Elect Rosemary T. Berkery               For       For          Management
1E.   Elect David T. Ching                    For       For          Management
1F.   Elect C. Kim Goodwin                    For       For          Management
1G.   Elect Ernie Herrman                     For       For          Management
1H.   Elect Michael F. Hines                  For       For          Management
1I.   Elect Amy B. Lane                       For       For          Management
1J.   Elect Carol Meyrowitz                   For       For          Management
1K.   Elect Jackwyn L. Nemerov                For       For          Management
1L.   Elect John F. O'Brien                   For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Shareholder Proposal Regarding Report   Against   Against      Shareholder
      on Animal Welfare
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Employee Salary Considerations When
      Setting Executive Compensation


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

TOTAL SE

Ticker:       FP             Security ID:  F92124100
Meeting Date: MAY 28, 2021   Meeting Type: Mix
Record Date:  MAY 25, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accounts and Reports                    For       For          Management
2     Consolidated Accounts and Reports       For       For          Management
3     Allocation of Profits/Dividends         For       For          Management
4     Authority to Repurchase and Reissue     For       For          Management
      Shares
5     Special Auditors Report on Regulated    For       For          Management
      Agreements
6     Elect Patrick Pouyanne                  For       For          Management
7     Elect Anne-Marie Idrac                  For       For          Management
8     Elect Jacques Aschenbroich              For       For          Management
9     Elect R. Glenn Hubbard                  For       For          Management
10    2020 Remuneration Report                For       For          Management
11    2021 Remuneration Policy (Board of      For       For          Management
      Directors)
12    2020 Remuneration of Patrick Pouyanne,  For       For          Management
      Chair and CEO
13    2021 Remuneration Policy (Chair and     For       For          Management
      CEO)
14    Shareholder Approval of                 For       For          Management
      Decarbonisation Ambition
15    Change of Company Name                  For       For          Management
16    Authority to Issue Performance Shares   For       For          Management
17    Employee Stock Purchase Plan            For       For          Management


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

TRANE TECHNOLOGIES PLC

Ticker:       TT             Security ID:  G8994E103
Meeting Date: JUN 03, 2021   Meeting Type: Annual
Record Date:  APR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Kirk E. Arnold                    For       For          Management
1B.   Elect Ann C. Berzin                     For       For          Management
1C.   Elect John Bruton                       For       For          Management
1D.   Elect Jared L. Cohon                    For       For          Management
1E.   Elect Gary D. Forsee                    For       For          Management
1F.   Elect Linda P. Hudson                   For       For          Management
1G.   Elect Michael W. Lamach                 For       For          Management
1H.   Elect Myles Lee                         For       For          Management
1I.   Elect April Miller Boise                For       For          Management
1J.   Elect Karen B. Peetz                    For       For          Management
1K.   Elect John P. Surma                     For       For          Management
1L.   Elect Tony L. White                     For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Appointment of Auditor and Authority    For       For          Management
      to Set Fees
4.    Authority to Issue Shares w/            For       For          Management
      Preemptive Rights
5.    Authority to Issue Shares w/o           For       For          Management
      Preemptive Rights
6.    Set the Price Range at which the        For       For          Management
      Company can Re-Allot Treasury Shares


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

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 16, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Andrew H. Card, Jr.               For       For          Management
1B.   Elect William J. DeLaney                For       For          Management
1C.   Elect David B. Dillon                   For       For          Management
1D.   Elect Lance M. Fritz                    For       For          Management
1E.   Elect Deborah C. Hopkins                For       For          Management
1F.   Elect Jane H. Lute                      For       For          Management
1G.   Elect Michael R. McCarthy               For       For          Management
1H.   Elect Thomas F. McLarty III             For       For          Management
1I.   Elect Jose H. Villarreal                For       For          Management
1J.   Elect Christopher J. Williams           For       For          Management
2.    Ratification of Auditor                 For       For          Management
3.    Advisory Vote on Executive Compensation For       For          Management
4.    Approval of the 2021 Stock Incentive    For       For          Management
      Plan
5.    Approval of the 2021 Employee Stock     For       For          Management
      Purchase Plan
6.    Shareholder Proposal Regarding EEO-1    Against   For          Shareholder
      Reporting
7.    Shareholder Proposal Regarding          Against   For          Shareholder
      Diversity and Inclusion Report
8.    Shareholder Proposal Regarding Annual   Against   Against      Shareholder
      Shareholder Vote on Emissions
      Reduction Plan


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

UNITED PARCEL SERVICE, INC.

Ticker:       UPS            Security ID:  911312106
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Carol B. Tome                     For       For          Management
1B.   Elect Rodney C. Adkins                  For       For          Management
1C.   Elect Eva C. Boratto                    For       For          Management
1D.   Elect Michael J. Burns                  For       For          Management
1E.   Elect Wayne M. Hewett                   For       For          Management
1F.   Elect Angela Hwang                      For       For          Management
1G.   Elect Kate E. Johnson                   For       For          Management
1H.   Elect William R. Johnson                For       For          Management
1I.   Elect Ann M. Livermore                  For       For          Management
1J.   Elect Franck J. Moison                  For       For          Management
1K.   Elect Christiana Smith Shi              For       For          Management
1L.   Elect Russell Stokes                    For       For          Management
1M.   Elect Kevin M. Warsh                    For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Approval of the 2021 Omnibus Incentive  For       For          Management
      Compensation Plan
4.    Ratification of Auditor                 For       For          Management
5.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Lobbying Report
6.    Shareholder Proposal Regarding          Against   For          Shareholder
      Recapitalization
7.    Shareholder Proposal Regarding Report   Against   For          Shareholder
      on Plans to Reduce Total Contribution
      to Climate Change
8.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Becoming a Public Benefit Corporation
9.    Shareholder Proposal Regarding          Against   Against      Shareholder
      Diversity and Inclusion Report


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

UNITEDHEALTH GROUP INCORPORATED

Ticker:       UNH            Security ID:  91324P102
Meeting Date: JUN 07, 2021   Meeting Type: Annual
Record Date:  APR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Elect Richard T. Burke                  For       For          Management
1B.   Elect Timothy P. Flynn                  For       For          Management
1C.   Elect Stephen J. Hemsley                For       For          Management
1D.   Elect Michele J. Hooper                 For       For          Management
1E.   Elect F. William McNabb, III            For       For          Management
1F.   Elect Valerie C. Montgomery Rice        For       For          Management
1G.   Elect John H. Noseworthy                For       For          Management
1H.   Elect Gail R. Wilensky                  For       For          Management
1I.   Elect Andrew Witty                      For       For          Management
2.    Advisory Vote on Executive Compensation For       For          Management
3.    Ratification of Auditor                 For       For          Management
4.    Amendment to the 1993 Employee Stock    For       For          Management
      Purchase Plan
5.    Shareholder Proposal Regarding Right    Against   Against      Shareholder
      to Call Special Meetings


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

VINCI

Ticker:       DG             Security ID:  F5879X108
Meeting Date: APR 08, 2021   Meeting Type: Mix
Record Date:  APR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
O.1   Consolidated Accounts and Reports       For       For          Management
O.2   Accounts and Reports; Non               For       For          Management
      Tax-Deductible Expenses
O.3   Allocation of Profits/Dividends         For       For          Management
O.4   Elect Yannick Assouad                   For       For          Management
O.5   Elect Graziella Gavezotti               For       For          Management
O.6   Authority to Repurchase and Reissue     For       For          Management
      Shares
O.7   2021 Remuneration Policy (Board)        For       For          Management
O.8   2021 Remuneration Policy (Executives)   For       For          Management
O.9   2020 Remuneration Report                For       For          Management
O.10  2020 Remuneration of Xavier Huillard,   For       For          Management
      Chair and CEO
O.11  Advisory Vote on Environmental          For       For          Management
      Transition Plan
E.12  Authority to Cancel Shares and Reduce   For       For          Management
      Capital
E.13  Authority to Increase Capital Through   For       For          Management
      Capitalisations
E.14  Authority to Issue Shares and           For       For          Management
      Convertible Debt w/ Preemptive Rights
E.15  Authority to Issue Shares and           For       For          Management
      Convertible Debt w/o Preemptive Rights
E.16  Authority to Issue Shares and           For       For          Management
      Convertible Debt Through Private
      Placement
E.17  Greenshoe                               For       For          Management
E.18  Authority to Increase Capital in        For       For          Management
      Consideration for Contributions In Kind
E.19  Employee Stock Purchase Plan            For       For          Management
E.20  Stock Purchase Plan for Overseas        For       For          Management
      Employees
E.21  Authority to Issue Performance Shares   For       For          Management
E.22  Authorisation of Legal Formalities      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:   August 24, 2021
*By:    /s/Anne E. Robinson

Anne E. Robinson, pursuant to a Power of Attorney filed on October 23, 2020, see
File Number 2-52698. Incorporated by Reference.