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: 811-22755
LOCALSHARES INVESTMENT TRUST
(Exact name of registrant as specified in charter)
618 Church Street
Suite 220
Nashville, Tennessee 37219
(Address of principal executive offices)
Elizabeth S. Courtney
LocalShares Investment Trust
618 Church Street
Suite 220
Nashville, Tennessee 37219
(Name and address of agent for service)
Registrant's Telephone Number: 1-615-327-4776
Date of Fiscal Year End: APRIL 30
Date of Reporting Period: JULY 31, 2013 TO JUNE 30, 2014
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NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
ACADIA HEALTHCARE
CUSIP: 00404A109 TICKER: ACHC
Meeting Date: 21-May-10
1 To approve, on a non-binding advisory basis, the
compensation of our named executive officers. Issuer For Voted - For
2 To elect three nominees as Class III directors Issuer For Voted - For
3 To ratify the appointment of Ernst and Young, LLP
as independent registered public accounting firm
for the fiscal year ending December 31, 2014 Issuer For Voted - For
AMSURG CORP
CUSIP: 03232P405 TICKER: AMSG
Meeting Date: 19-May-10
1 Approval of the AmSurg Corp 2014 Equity and
Incentive Plan Issuer For Voted - For
2 Approval, on an advisory basis, of the Company's
executive compensation Issuer For Voted - For
3 Election of four directors Issuer For Voted - For
4 Ratification of the appointment of Deloitte &
Touche LLP as our independent registered public
accounting firm for fiscal 2014. Issuer For Voted - For
5 Vote on shareholder proposal relating to
sustainability reporting. Shareholder Against Voted - Against
BROOKDALE SENIOR LIVING
CUSIP: 112463104 TICKER: BKD
Meeting Date: 06-Jul-10
1 To elect two Class I directors to hold office for a
term of three years and until their successors are
duly elected and qualified Issuer For Voted - For
2 To hold a vote to approve the Brookdale Senior
Living Inc. 2014 Omnibus Incentive Plan Issuer For Voted - For
3 To hold an advisory vote to approve named executive
officer compensation Issuer For Voted - For
4 To ratify the Audit Committee's appointment of
Ernst & Young LLP as independent registered public
accounting firm for the Company for the 2014 fiscal
year Issuer For Voted - For
Meeting Date: 09-Jul-10
5 To approve merger agreement with Emeritus
Corporation Issuer For Voted - For
2
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
CLARCOR, INC
CUSIP: 179895107 TICKER: CLC
Meeting Date: 24-Mar-10
1 Consider and cast an advisory vote on the Company's
compensation programs and practices Issuer For Voted - For
2 Consider and vote upon a shareholder proposal
regarding environmental sustainability reporting Shareholder Against Voted - Against
3 Consider and vote upon the approval of the
Company's 2014 Incentive Plan Issuer For Voted - For
4 Consider and vote upon the election of three
directors whose terms otherwise expire as of the
annual meeting Issuer For Voted - For
5 Consider and vote upon the ratification of the
Company's selection of an independent registered
public accounting firm Issuer For Voted - For
COMMUNITY HEALTH SYSTEMS
CUSIP: 203668108 TICKER: CYH
Meeting Date: 19-May-10
1 Approval of Amended and Restated 2004 Employee
Performance Incentive Plan Issuer For Voted - For
2 Approval of Amended and Restated 2009 Stock Option
and Award Program Issuer For Voted - For
3 Approval of the Amendment of the Amended and
Restated By-laws Issuer For Voted - For
4 Election of Directors Issuer For Voted - For
5 Ratification of Audiors Issuer For Voted - For
CORRECTIONS CORPORATION OF AMERICA
CUSIP: 22025Y407 TICKER: CXW
Meeting Date: 14-May-10
1 An advisory vote to approve the compensation of our
named executive officers Issuer For Voted - For
2 The election of the 11 nominees named in the
accompanying Proxy Statement to serve on our Board
of Directors Issuer For Voted - For
3 The ratification of the appointment by our Audit
Committee of Ernst & Young LLP as our independent
registered public accounting firm for the fiscal
year ending December 31, 2014. Issuer For Voted - For
3
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
CRACKER BARREL OLD COUNTRY STORE
CUSIP: 22410J106 TICKER: CBRL
Meeting Date: 12-Nov-09
1 Advisory proposal on executive compensation Issuer For Voted - For
2 Appointment of Deloitte & Touche LLP as the
company's independent registered public accounting
firm Issuer For Voted - For
3 Election of nine directors Issuer Against Voted - For
4 Election of Sandar Biglari and Phil Cooley to the
Board of Directors Shareholder Against Voted - Against
5 Non-binding, advisory proposal on a $20 per share
special dividend, which was publicly proposed by
affiliates of Biglari Holdings Shareholder Against Voted - Against
6 Shareholder proposal expressing support for certain
animal welfare policies of the company Shareholder Non-Voting
Meeting Date: 22-Apr-10
7 Immediately pursue all potential extraordinary
transactions, including the sale of the Company Shareholder Against Voted - Against
8 Take any action necessary to amend the Tennessee
Business Corporation Act to permit Biglari Capital
to engage in an extraordinary transaction with the
Company Shareholder Against Voted - Against
CUMBERLAND PHARMA, INC.
CUSIP: 230770109 TICKER: CPIX
Meeting Date: 14-Apr-10
1 Advisory vote on executive compensation Issuer For Voted - For
2 Nomination of two Class I Directors Issuer For Voted - For
3 Proposal to ratify appointment of KPMG, LLP as our
independent registered publica accounting firm Issuer For Voted - For
DELEK HOLDINGS
CUSIP: 246647101 TICKER: DK
Meeting Date: 05-May-10
1 To adopt the advisory resolution approving the
Company's executive compensation program for our
named executive officers as described in this
Proxy Statement Issuer For Voted - For
2 To elect the six nominees named in the accompanying
Proxy Statement as directors of the Company to
serve until the 2015 Annual Meeting and until their
4
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
respective successors are elected and have been
qualified Issuer For Voted - For
3 To ratify the appointment of Ernst & Young LLP as
the Company's independent registered public
accounting firm for the 2014 fiscal year Issuer For Voted - For
DOLLAR GENERAL CORPORATION
CUSIP: 256677105 TICKER: DG
Meeting Date: 28-May-10
1 To elect as directors the 7 nominees listed in the
proxy statement Issuer For Voted - For
2 To hold an advisory vote to approve named executive
officer compensation Issuer For Voted - For
3 To ratify the appointment of the independent
registered public accounting firm for fiscal 2014 Issuer For Voted - For
GENESCO, INC.
CUSIP: 371532102 TICKER: GCO
Meeting Date: 25-Jun-10
1 Election of Directors Issuer For Voted - For
2 Ratification of Independent Registered Public
Accounting Firm Issuer For Voted - For
3 Say on Pay - an advisory vote on the approval of
executive compensation Issuer For Voted - For
HCA HOLDINGS, INC.
CUSIP: 40412C101 TICKER: HCA
Meeting Date: 27-Feb-10
1 Advisory vote to approve named execrative officer
compensation Issuer For Voted - For
2 Election of Directors Issuer For Voted - For
3 To approve the HCA Holdings, Inc. Employee Stock
Purchase Plan Issuer For Voted - For
4 To ratify the appointment of Ernst and Young, LLP
as independent registered public accounting firm
for the fiscal year ending December 31, 2014 Issuer For Voted - For
5
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
HEALTHCARE REALTY (REIT)
CUSIP: 421946104 TICKER: HR
Meeting Date: 30-Apr-10
1 Approval of the compensation of the Named Executive
Officers as disclosed in the Proxy Statement
pursuant to the compensation disclosure rules of
the SEC Issuer For Voted - For
2 Election of ten directors to hold office until the
next annual meeting of shareholders Issuer For Voted - For
3 The approval of an amendment to the Second Restated
Certificate of Incorporation to increase the number
of authorized shares of common stock from
400,000,000 to 700,000,000 for general corporate
purposes Issuer For Voted - For
4 The ratification of the appointment of Ernst &
Young LLP as independent registered public
accounting firm for the fiscal year 2014 Issuer For Voted - For
HEALTHSTREAM, INC.
CUSIP: 42222N103 TICKER: HSTM
Meeting Date: 28-May-10
1 To elect three (3) persons nominated by the Board
of Directors as Class II directors to hold office
for a term of three (3) years and until their
respective successors have been duly elected and
qualified Issuer For Voted - For
2 To hold an advisory vote on compensation of the
Company's named executive officers as described in
the Company's proxy statement that accompanies this
notice Issuer For Voted - For
3 To ratify the appointment of Ernst & Young LLP as
the Company's independent registered public
accounting firm for the fiscal year ending December
31, 2014 Issuer For Voted - For
HEALTHWAYS, INC.
CUSIP: 422245100 TICKER: HWAY
Meeting Date: 23-Jun-10
1 Approval of the 2014 Plan Issuer For Voted - For
2 Approval of the amendment to the Company's Amended
and Restated Bylaws, as amended, to implement a
majority voting standard for uncontested director
elections Issuer For Voted - For
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NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
3 Approval, on an advisory basis, of the compensation
of the Company's named executive officers Issuer For Voted - For
4 Election of the Board's four director nominees, as
set forth in this Supplement and as listed on the
new GOLD proxy card Issuer For Voted - For
5 Ratification of the appointment of Ernst & Young
LLP as the Company's independent registered public
accounting firm for fiscal 2014 Issuer For Voted - For
KIRKLANDS, INC.
CUSIP: 497498105 TICKER: KIRK
Meeting Date: 10-Jun-10
1 Consider and vote on a shareholder proposal
regarding the implementation of majority voting for
uncontested elections of directors Shareholder Against Voted - Against
2 Elect two directors, Robert E. Alderson and Carl T.
Kirkland, each for a term of three years Issuer For Voted - For
3 Hold an advisory vote on executive compensation Issuer For Voted - For
4 Ratify the selection of Ernst & Young LLP as our
independent registered public accounting firm Issuer For Voted - For
LIFEPOINT HOSPITALS, INC.
CUSIP: 53219L109 TICKER: LPNT
Meeting Date: 02-Jun-10
1 Advisory vote to approve named execrative officer
compensation as presented in the proxy statement Issuer For Voted - For
2 Approval of the material terms of the performance
goals under the Company's Executive Performance
Incentive Plan Issuer For Voted - For
3 Election of Directors Issuer For Voted - For
4 Ratification of the selection of Ernst & Young LLP
as the company's independent registered public
accounting firm for 2014 Issuer For Voted - For
LOUISIANA PACIFIC
CUSIP: 546347105 TICKER: LPX
Meeting Date: 30-Apr-10
1 Election of three Class II directors Issuer For Voted - For
2 Advisory vote on executive compensation Issuer For Voted - For
3 Approval of the Annual Cash Incentive Award Plan Issuer For Voted - For
4 Ratification of the selection of Deloitte & Touche
LLP as LP's independent auditor for 2014 Issuer For Voted - For
7
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
NATIONAL HEALTH INVESTORS (REIT)
CUSIP: 63633D104 TICKER: NHI
Meeting Date: 01-May-10
1 To approve, on an advisory basis, the compensation
paid to our named executive officers Issuer For Voted - For
2 To authorize and approve an amendment to the
Articles of Incorporation of the Company to
increase the number of authorized shares from forty
million to sixty million Issuer For Voted - For
3 To elect two directors, W. Andrew Adams and Robert
A. McCabe, Jr., both of whom currently serve as
directors of the Company Issuer For Voted - For
4 To ratify the Audit Committee's selection of BDO
USA, LLP as our independent registered public
accounting firm for the fiscal year ending December
31, 2014 Issuer For Voted - For
NORANDA ALUMINUM HOLDINGS
CUSIP: 65542W107 TICKER: NOR
Meeting Date: 08-May-10
1 To elect four directors to serve until the 2017
Annual Meeting of Stockholders and until their
successors are elected and qualified Issuer For Voted - For
2 To vote on a proposal to adopt the Noranda Aluminum
Holding Corporation 2014 Long-Term Incentive Plan Issuer For Voted - For
3 To vote on a proposal to ratify the appointment of
Ernst & Young LLP as our independent registered
public accounting firm for 2014 Issuer For Voted - For
4 To vote, on an advisory basis, on a proposal to
approve the compensation of our named executive
officers Issuer For Voted - For
PINNACLE FINANCIAL
CUSIP: 72346Q104 TICKER: PNFP
Meeting Date: 14-Apr-10
1 To approve, on a non-binding, advisory basis, the
compensation of the Company's named executive
officers as disclosed in the proxy statement that
accompanies this notice Issuer For Voted - For
2 To consider and act upon a proposal to adopt the
Company's 2014 Equity Incentive Plan Issuer For Voted - For
3 To elect four persons to serve as Class II
directors for a three-year term and to elect one
person to serve as a Class I director for a
8
NASHVILLE AREA ETF
PROPOSAL PROPOSED BY MGT. POSITION REGISTRANT VOTED
two-year term until their successors are elected
and duly qualified Issuer For Voted - For
4 To ratify the appointment of KPMG LLP as the
Company's independent registered public accounting
firm for the fiscal year ending December 31, 2014 Issuer For Voted - For
RYMAN HOSPITALITY (REIT)
CUSIP: 78377T107 TICKER: RHP
Meeting Date: 07-May-10
1 To approve, on an advisory basis, our executive
compensation Issuer For Voted - For
2 To elect the eight (8) nominees identified in this
proxy statement for a one-year term as directors Issuer For Voted - For
3 To ratify the appointment by the Audit Committee of
Ernst & Young LLP as our independent registered
public accounting firm for 2014 Issuer For Voted - For
TRACTOR SUPPLY
CUSIP: 892356106 TICKER: TSCO
Meeting Date: 30-Apr-10
1 Election of Directors Issuer For Voted - For
2 Say on Pay - An advisory vote to approve executive
compensation Issuer For Voted - For
3 To approve an amendment to the Company's
Certificate of Incorporation to increase the number
of authorized shares of Common Stock from two
hundred million (200,000,000) to four hundred
million (400,000,000) Issuer For Voted - For
4 To ratify the reappointment of Ernst & Young LLP as
our independent registered public accounting firm
for the fiscal year ending December 27, 2014 Issuer For Voted - For
5 To re-approve the material terms of the performance
goals under our 2009 Stock Incentive Plan for
purposes of Section 162(m) of the Internal Revenue
Code Issuer For Voted - For
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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.
LOCALSHARES INVESTMENT TRUST
By: /S/ ELIZABETH S. COURTNEY
Elizabeth S. Courtney
President
Date: August 28, 2014
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