UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF CHARTWELL DIVIDEND & INCOME FUND, INC.
Investment Company Act File Number: 811-08747
REGISTRANT
Chartwell Dividend & Income Fund, Inc. 1235 Westlakes Dr.
Suite 400 Berwyn, PA 19312-2416
AGENT FOR SERVICE
Winthrop S. Jessup Chartwell Dividend & Income Fund, Inc.
1235 Westlakes Dr. Suite 400 Berwyn, PA 19312-2416 Registrant's
Telephone Number: (610) 296-1400
Date of Fiscal Year End: November 30
Date of Reporting Period: July 1, 2008 to June 30, 2009
1
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
APOLLO INVESTMENT CORPORATION
TICKER: AINV CUSIP: 03761U106
Meeting Date: 08/05/08 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Authorize Company To Sell Shares Below Net Asset Value Management For Voted - For
STAR ASIA FIN LTD
CUSIP: 855082103
Meeting Date: 09/11/08 Meeting Type: Special
Meeting for ADR Holders
1 The Company Be And Is Hereby Authorised To Take All
Actions Necessary To Effect A Reverse Share Split Of All
Outstanding Ordinary Shares Of The Company
( Ordinary Shares ) In A Ratio Of Ten Ordinary Shares
To One Ordinary Share Management For Voted - Against
2 Prior To The Admission Of The Company's Ordinary
Shares To Trading On Euronext Or Any Other Exchange
(Admission) (But, For The Avoidance Of Doubt, Not
Immediately Thereafter) Management For Voted - Against
3 Following Admission, The Company Be And Is Hereby
Authorised, To Make One Or More Market Purchases
Of The Ordinary Shares Using Any Unused Portion Of
The Net Proceeds, If Any, Of The Rights Offering Of
Up To 55,200,200 Ordinary Shares Management For Voted - Against
FREESEAS INC
TICKER: FREE CUSIP: Y26496102
Meeting Date: 11/14/08 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 To Approve An Amendment To The Company's Articles Of
Incorporation To Increase The Number Of Authorized Shares
Of Common Stock And To Increase The Number Of
Authorized Shares Of Preferred. Management For Voted - Against
3 Ratification Of The Appointment Of PriceWaterhouseCoopers
S.A. As The Company's Independent Registered Public
Accounting Firm For The Fiscal Year Ending
December 31, 2008. Management For Voted - For
BANK OF AMERICA CORP.
TICKER: BAC CUSIP: 060505104
Meeting Date: 12/05/08 Meeting Type: Special
1 Issue Shares In Connection With Acquisition Management For Voted - For
2
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
2 Amend Omnibus Stock Plan Management For Voted - For
3 Increase Authorized Common Stock Management For Voted - For
4 Adjourn Meeting Management For Voted - For
ENERGY TRANSFER PARTNERS L P
TICKER: ETP CUSIP: 29273R109
Meeting Date: 12/16/08 Meeting Type: Annual
1 Approval Of The Terms Of The Energy Transfer Partners, L.P.
2008 Long-Term Incentive Plan Management For Voted - For
GENERAL MARITIME CORP.
TICKER: GMR CUSIP: Y2692M103
Meeting Date: 12/16/08 Meeting Type: Special
1 Adoption Of Agreement And Plan Of Merger And
Amalgamation, Dated As Of August 5, 2008, By And
Among Arlington Tankers Ltd., Galileo Holding
Corporation, Archer Amalgamation Limited, Galileo
Merger Corporation And General Maritime Corporation. Management For Voted - For
2 Approval Of Any Adjournments Or Postponements Of The
Special Meeting, If Necessary, To Permit Further
Solicitation Of Proxies If There Are Not Sufficient Votes
At The Time Of The Special Meeting To Adopt The
Agreement Described Above As Item 1. Management For Voted - For
PPG INDUSTRIES, INC.
TICKER: PPG CUSIP: 693506107
Meeting Date: 04/16/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
GENERAL ELECTRIC CO.
TICKER: GE CUSIP: 369604103
Meeting Date: 04/22/09 Meeting Type: Annual
1 Elect Directors Management For Split
1.1 Elect Director James I. Cash, Jr. Management For Voted - For
1.2 Elect Director William M. Castell Management For Voted - For
1.3 Elect Director Ann M. Fudge Management For Voted - For
1.4 Elect Director Susan Hockfield Management For Voted - For
1.5 Elect Director Jeffrey R. Immelt Management For Voted - For
1.6 Elect Director Andrea Jung Management For Voted - For
1.7 Elect Director Alan G. (A.G.) Lafley Management For Voted - Against
1.8 Elect Director Robert W. Lane Management For Voted - For
1.9 Elect Director Ralph S. Larsen Management For Voted - For
3
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
1.10 Elect Director Rochelle B. Lazarus Management For Voted - For
1.11 Elect Director James J. Mulva Management For Voted - For
1.12 Elect Director Sam Nunn Management For Voted - For
1.13 Elect Director Roger S. Penske Management For Voted - Against
1.14 Elect Director Robert J. Swieringa Management For Voted - For
1.15 Elect Director Douglas A. Warner III Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Provide For Cumulative Voting Shareholder Against Voted - For
4 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
5 Evaluate The Potential Conversion Of The Corporation's
Business Units Into Four Or More Public Corporations
And Distribute New Shares Shareholder Against Voted - Against
6 Adopt Policy To Cease The Payments Of Dividends Or
Equivalent Payments To Senior Executives For Shares
Not Owned Shareholder Against Voted - For
7 Submit Severance Agreement (Change In Control) To
Shareholder Vote Shareholder Against Voted - For
PFIZER INC.
TICKER: PFE CUSIP: 717081103
Meeting Date: 04/23/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Omnibus Stock Plan Management For Voted - For
4 Limit/Prohibit Executive Stock-Based Awards Shareholder Against Voted - Against
5 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
6 Provide For Cumulative Voting Shareholder Against Voted - For
7 Amend Bylaws -- Call Special Meetings Shareholder Against Voted - For
ABBOTT LABORATORIES
TICKER: ABT CUSIP: 002824100
Meeting Date: 04/24/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Approve Omnibus Stock Plan Management For Voted - For
3 Approve Nonqualified Employee Stock Purchase Plan Management For Voted - For
4 Ratify Auditors Management For Voted - For
5 Report On Animal Testing Shareholder Against Voted - Against
6 Adopt Principles For Health Care Reform Shareholder Against Voted - Against
7 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
4
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
AT&T INC
TICKER: T CUSIP: 00206R102
Meeting Date: 04/24/09 Meeting Type: Annual
1 Elect Directors Management For Split
1.1 Elect Director Randall L. Stephenson Management For Voted - For
1.2 Elect Director William F. Aldinger III Management For Voted - Against
1.3 Elect Director Gilbert F. Amelio Management For Voted - Against
1.4 Elect Director Reuben V. Anderson Management For Voted - For
1.5 Elect Director James H. Blanchard Management For Voted - Against
1.6 Elect Director August A. Busch III Management For Voted - For
1.7 Elect Director Jaime Chico Pardo Management For Voted - For
1.8 Elect Director James P. Kelly Management For Voted - For
1.9 Elect Director Jon C. Madonna Management For Voted - For
1.10 Elect Director Lynn M. Martin Management For Voted - For
1.11 Elect Director John B. McCoy Management For Voted - For
1.12 Elect Director Mary S. Metz Management For Voted - For
1.13 Elect Director Joyce M. Roch Management For Voted - For
1.14 Elect Director Laura D Andrea Tyson Management For Voted - For
1.15 Elect Director Patricia P. Upton Management For Voted - Against
2 Ratify Auditors Management For Voted - For
3 Increase Authorized Common Stock Management For Voted - For
4 Report On Political Contributions Shareholder Against Voted - For
5 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For
6 Provide For Cumulative Voting Shareholder Against Voted - For
7 Require Independent Board Chairman Shareholder Against Voted - For
8 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
9 Exclude Pension Credits From Earnings Performance
Measure Shareholder Against Voted - For
HONEYWELL INTERNATIONAL, INC.
TICKER: HON CUSIP: 438516106
Meeting Date: 04/27/09 Meeting Type: Annual
1 Elect Directors Management For Split
1.1 Elect Director Gordon M. Bethune Management For Voted - Against
1.2 Elect Director Jaime Chico Pardo Management For Voted - For
1.3 Elect Director David M. Cote Management For Voted - For
1.4 Elect Director D. Scott Davis Management For Voted - For
1.5 Elect Director Linnet F. Deily Management For Voted - For
1.6 Elect Director Clive R. Hollick Management For Voted - Against
1.7 Elect Director George Paz Management For Voted - For
1.8 Elect Director Bradley T. Sheares Management For Voted - Against
1.9 Elect Director John R. Stafford Management For Voted - Against
1.10 Elect Director Michael W. Wright Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Provide For Cumulative Voting Shareholder Against Voted - For
4 Adopt Principles For Health Care Reform Shareholder Against Voted - Against
5
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
5 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
6 Adopt Anti Gross-Up Policy Shareholder Against Voted - For
7 Amend Bylaws-- Call Special Meetings Shareholder Against Voted - For
INTERNATIONAL BUSINESS MACHINES CORP.
TICKER: IBM CUSIP: 459200101
Meeting Date: 04/28/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Approve Executive Incentive Bonus Plan Management For Voted - For
4 Provide For Cumulative Voting Shareholder Against Voted - For
5 Review Executive Compensation Shareholder Against Voted - For
6 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
METLIFE, INC
TICKER: MET CUSIP: 59156R108
Meeting Date: 04/28/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Amend Omnibus Stock Plan Management For Voted - For
3 Ratify Auditors Management For Voted - For
OCCIDENTAL PETROLEUM CORP.
TICKER: OXY CUSIP: 674599105
Meeting Date: 05/01/09 Meeting Type: Annual
1 Elect Directors Management For Voted - Against
2 Ratify Auditors Management For Voted - For
3 Provide Right To Call Special Meeting Management For Voted - For
4 Report On Host Country Social And Environmental Laws Shareholder Against Voted - Against
B&G FOODS, INC.
TICKER: BGS CUSIP: 05508R106
Meeting Date: 05/05/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
6
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
HATTERAS FINANCIAL CORP.
TICKER: HTS CUSIP: 41902R103
Meeting Date: 05/06/09 Meeting Type: Annual
1 Elect Directors Management For Split
1.1 Elect Director Michael R. Hough Management For Voted - For
1.2 Elect Director Benjamin M. Hough Management For Voted - For
1.3 Elect Director David W. Berson Management For Voted - For
1.4 Elect Director Ira G. Kawaller Management For Voted - Withhold
1.5 Elect Director Jeffrey D. Miller Management For Voted - For
1.6 Elect Director Thomas D. Wren Management For Voted - For
2 Ratify Auditors Management For Voted - For
PEPSICO, INC.
TICKER: PEP CUSIP: 713448108
Meeting Date: 05/06/09 Meeting Type: Annual
1 Elect Director S.L. Brown Management For Voted - For
2 Elect Director I.M. Cook Management For Voted - For
3 Elect Director D. Dublon Management For Voted - For
4 Elect Director V.J. Dzau Management For Voted - For
5 Elect Director R.L. Hunt Management For Voted - For
6 Elect Director A. Ibarguen Management For Voted - For
7 Elect Director A.C. Martinez Management For Voted - For
8 Elect Director I.K. Nooyi Management For Voted - For
9 Elect Director S.P. Rockefeller Management For Voted - For
10 Elect Director J.J. Schiro Management For Voted - Against
11 Elect Director L.G. Trotter Management For Voted - For
12 Elect Director D.Vasella Management For Voted - For
13 Elect Director M.D. White Management For Voted - For
14 Ratify Auditors Management For Voted - For
15 Amend Executive Incentive Bonus Plan Management For Voted - For
16 Report On Recycling Shareholder Against Voted - Against
17 Report On Genetically Engineered Products Shareholder Against Voted - Against
18 Report On Charitable Contributions Shareholder Against Voted - Against
19 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
VERIZON COMMUNICATIONS
TICKER: VZ CUSIP: 92343V104
Meeting Date: 05/07/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Advisory Vote To Ratify Named Executive Officers'
Compensation Management For Voted - For
4 Approve Omnibus Stock Plan Management For Voted - For
5 Approve Executive Incentive Bonus Plan Management For Voted - For
7
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
6 Prohibit Executive Stock-Based Awards Shareholder Against Voted - Against
7 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For
8 Require Independent Board Chairman Shareholder Against Voted - Against
9 Provide For Cumulative Voting Shareholder Against Voted - For
10 Adopt A Policy In Which The Company Will Not Make Or
Promise To Make Any Death Benefit Payments To Senior
Executives Shareholder Against Voted - For
3M CO
TICKER: MMM CUSIP: 88579Y101
Meeting Date: 05/12/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Bylaws-- Call Special Meetings Shareholder Against Voted - For
4 Stock Retention/Holding Period Shareholder Against Voted - For
COPANO ENERGY LLC
TICKER: CPNO CUSIP: 217202100
Meeting Date: 05/14/09 Meeting Type: Annual
1.1 Elect Director James G. Crump Management For Voted - For
1.2 Elect Director Ernie L. Danner Management For Voted - For
1.3 Elect Director John R. Eckel, Jr. Management For Voted - For
1.4 Elect Director Scott A. Griffiths Management For Voted - For
1.5 Elect Director Michael L. Johnson Management For Voted - For
1.6 Elect Director T. William Porter Management For Voted - For
1.7 Elect Director William L. Thacker Management For Voted - For
2 Amend Omnibus Stock Plan Management For Voted - For
3 Ratify Auditors Management For Voted - For
FRONTIER COMMUNICATIONS CORP.
TICKER: FTR CUSIP: 35906A108
Meeting Date: 05/14/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Approve Omnibus Stock Plan Management For Voted - For
3 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
4 Ratify Auditors Management For Voted - For
8
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
GENERAL MARITIME CORP.
TICKER: GMR CUSIP: Y2693R101
Meeting Date: 05/14/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Deloitte And Touche LLP As Auditors Management For Voted - For
SCHERING-PLOUGH CORP.
TICKER: SGP CUSIP: 806605101
Meeting Date: 05/18/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Provide For Cumulative Voting Shareholder Against Voted - For
4 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For
JPMORGAN CHASE & CO.
TICKER: JPM CUSIP: 46625H100
Meeting Date: 05/19/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Advisory Vote To Ratify Named Executive Officers'
Compensation Management For Voted - For
4 Disclose Prior Government Service Shareholder Against Voted - Against
5 Provide For Cumulative Voting Shareholder Against Voted - For
6 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For
7 Report On Predatory Lending Policies Shareholder Against Voted - Against
8 Amend Key Executive Performance Plan Shareholder Against Voted - For
9 Stock Retention/Holding Period Shareholder Against Voted - For
10 Prepare Carbon Principles Report Shareholder Against Voted - Against
ACE LTD.
TICKER: ACE CUSIP: H0023R105
Meeting Date: 05/20/09 Meeting Type: Annual
1 Election Of Director: Michael G. Atieh Management For Voted - Against
2 Election Of Director: Mary A. Cirillo Management For Voted - For
3 Election Of Director: Bruce L. Crockett Management For Voted - Against
4 Election Of Director: Thomas J. Neff Management For Voted - Against
5 Approval Of The Annual Report Management For Voted - For
6 Approval Of The Statutory Financial Statements Of
Ace Limited Management For Voted - For
7 Approval Of The Consolidated Financial Statements Management For Voted - For
8 Allocation Of Disposable Profit Management For Voted - For
9 Discharge Of The Board Of Directors Management For Voted - For
9
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
10 Amendment Of Articles Of Association Relating To
Special Auditor Management For Voted - For
11 Election Of PriceWaterhouseCoopers Ag (Zurich) As Our
Statutory auditor Until Our Next Annual Ordinary
General Meeting Management For Voted - For
12 Ratification Of Appointment Of Independent Registered
Public accounting Firm PriceWaterhouseCoopers Llp Management For Voted - For
13 Election Of Bdo Visura (Zurich) As Special Auditing Firm
until Our Next Annual Ordinary General Meeting Management For Voted - For
14 Approval Of The Payment Of A Dividend In The Form Of
A distribution Through A Reduction Of The Par Value
Of Our Shares Management For Voted - For
MFA FINANCIAL INC
TICKER: MFA CUSIP: 55272X102
Meeting Date: 05/21/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
THE WILLIAMS COMPANIES, INC.
TICKER: WMB CUSIP: 969457100
Meeting Date: 05/21/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Declassify The Board Of Directors Shareholder Against Voted - For
EXXON MOBIL CORP.
TICKER: XOM CUSIP: 30231G102
Meeting Date: 05/27/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Provide For Cumulative Voting Shareholder Against Voted - For
4 Amend Articles/Bylaws/Charter -- Call Special Meetings Shareholder Against Voted - For
5 Reincorporate In Another State [From New Jersey To
North Dakota] Shareholder Against Voted - Against
6 Require Independent Board Chairman Shareholder Against Voted - For
7 Advisory Vote To Ratify Named Executive Officers'
Compensation Shareholder Against Voted - For
8 Compare CEO Compensation To Average U.S. Per
Capita Income Shareholder Against Voted - Against
9 Review Anti-Discrimination Policy On Corporate
Sponsorships And Executive Perks Shareholder Against Voted - Against
10 Amend EEO Policy To Prohibit Discrimination Based On
Sexual Orientation And Gender Identity Shareholder Against Voted - For
11 Adopt Quantitative GHG Goals For Products And Operations Shareholder Against Voted - For
10
CHARTWELL DIVIDEND & INCOME FUND, INC.
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
12 Report On Climate Change Impacts On Emerging Countries Shareholder Against Voted - Against
13 Adopt Policy To Increase Renewable Energy Shareholder Against Voted - For
LIMITED BRANDS
TICKER: LTD CUSIP: 532716107
Meeting Date: 05/28/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Amend Omnibus Stock Plan Management For Voted - For
4 Declassify The Board Of Directors Management None Voted - For
ANNALY CAPITAL MANAGEMENT INC.
TICKER: NLY CUSIP: 035710409
Meeting Date: 05/29/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
CATERPILLAR INC.
TICKER: CAT CUSIP: 149123101
Meeting Date: 06/10/09 Meeting Type: Annual
1 Elect Directors Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Declassify The Board Of Directors Shareholder Against Voted - For
4 Require A Majority Vote For The Election Of Directors Shareholder Against Voted - For
5 Report On Foreign Military Sales Shareholder Against Voted - Against
6 Adopt Simple Majority Vote Standard Shareholder Against Voted - For
7 Limitation On Compensation Consultant Services Shareholder Against Voted - For
8 Require Independent Board Chairman Shareholder Against Voted - For
9 Report On Lobbying Priorities Shareholder Against Voted - Against
MCG CAPITAL CORP
TICKER: MCGC CUSIP: 58047P107
Meeting Date: 06/17/09 Meeting Type: Annual
1 Elect Directors Management For Split
1.1 Elect Director A. Hugh Ewing, III Management For Voted - Withhold
1.2 Elect Director Kenneth J. O'Keefe Management For Voted - Withhold
1.3 Elect Director Gavin Saitowitz Management For Voted - For
2 Ratify Auditors Management For Voted - For
3 Approve Sale Of Common Shares Below Net Asset Value Management For Voted - For
11
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.
CHARTWELL DIVIDEND & INCOME FUND, INC.
By: /s/ Winthrop S. Jessup President
Date: August 31, 2009
12