As filed with the Securities and Exchange Commission on August 31, 2015
------------------------------------------------------------------------------
==============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
-----------------------------------------------------------
Investment Company Act file number 811-08043
-----------------------------------------------------------
THE BERKSHIRE FUNDS
(Exact name of registrant as specified in charter)
475 Milan Drive, Suite #103
San Jose, CA 95134-2453
(Address of principal executive offices)
-----------------------------------------------------------
AGENT FOR SERVICE:
MALCOLM R. FOBES III
The Berkshire Funds
475 Milan Drive, Suite #103
San Jose, CA 95134-2453
(Name and Address of Agent for Service)
COPIES TO:
DONALD S. MENDELSOHN, ESQ.
Thompson Hine LLP
312 Walnut Street
14th Floor
Cincinnati, Ohio 45202
-----------------------------------------------------------
Registrant's telephone number, including area code: 1-408-526-0707
-----------------------------------------------------------
Date of fiscal year end: December 31
Date of reporting period: July 1, 2014 - June 30, 2015
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later
than August 31 of each year, containing the registrant's proxy voting record
for the most recent twelve-month period ended June 30, pursuant to section 30
of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR
270.30b1-4). The Commission may use the information provided on Form N-PX in
its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX,
And the Commission will make this information public. A registrant is not
Required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington, DC 20549-0609. The OMB has reviewed this collection of infor-
mation under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. PROXY VOTING RECORD
COMPANY: ALEXION PHARMACEUTICALS INC.
TICKER: ALXN
CUSIP: 015351109
MEETING
DATE: 5/6/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director LEONARD BELL For For Management
1.2 Elect Director DAVID R. BRENNAN For For Management
1.3 Elect Director M. MICHELE BURNS For For Management
1.4 Elect Director CHRISTOPHER J. COUGHLIN For For Management
1.5 Elect Director DAVID L. HALLAL For For Management
1.6 Elect Director JOHN T. MOLLEN For For Management
1.7 Elect Director R. DOUGLAS NORBY For For Management
1.8 Elect Director ALVIN S. PARVEN For For Management
1.9 Elect Director ANDREAS RUMMELT For For Management
1.10 Elect Director ANN M. VENEMAN For For Management
2 APPROVAL OF A NON-BINDING ADVISORY VOTE
OF THE 2014 COMPENSATION PAID TO
ALEXION'S NAMED EXECUTIVE OFFICERS. For For Management
3 RATIFICATION OF APPOINTMENT BY THE
BOARD OF DIRECTORS OF
PRICEWATERHOUSECOOPERS LLP AS
ALEXION'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM. For For Management
4 TO APPROVE ALEXION'S 2015 EMPLOYEE
STOCK PURCHASE PLAN. For For Management
5 TO REQUEST THE BOARD TO AMEND
ALEXION'S GOVERNING DOCUMENTS TO
ALLOW PROXY ACCESS. Against Against Shareholder
6 TO REQUEST THE BOARD TO AMEND
ALEXION'S GOVERNING DOCUMENTS
TO GIVE SHAREHOLDERS OWNING 10%
OF ALEXION STOCK THE POWER TO
CALL A SPECIAL MEETING. Against Against Shareholder
==============================================================================
COMPANY: AMAZON.COM INC.
TICKER: AMZN
CUSIP: 023135106
MEETING
DATE: 6/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JEFFREY P. BEZOS For For Management
1.2 Elect Director TOM A. ALBERG For For Management
1.3 Elect Director JOHN SEELY BROWN For For Management
1.4 Elect Director WILLIAM B. GORDON For For Management
1.5 Elect Director JAMIE S. GORELICK For For Management
1.6 Elect Director JUDITH A. MCGRATH For For Management
1.7 Elect Director ALAIN MONIE For For Management
1.8 Elect Director JONATHAN J. RUBINSTEIN For For Management
1.9 Elect Director THOMAS O. RYDER For For Management
1.10 Elect Director PATRICIA Q. STONESIFER For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS. For For Management
3 SHAREHOLDER PROPOSAL REGARDING PROXY
ACCESS FOR SHAREHOLDERS. Against Abstain Shareholder
4 SHAREHOLDER PROPOSAL REGARDING A REPORT
CONCERNING CORPORATE POLITICAL
CONTRIBUTIONS. Against Against Shareholder
5 SHAREHOLDER PROPOSAL REGARDING
SUSTAINABILITY REPORTING. Against Against Shareholder
6 SHAREHOLDER PROPOSAL REGARDING A REPORT
CONCERNING HUMAN RIGHTS RISKS. Against Against Shareholder
==============================================================================
COMPANY: APPLE INC.
TICKER: AAPL
CUSIP: 037833100
MEETING
DATE: 3/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TIM COOK For For Management
1.2 Elect Director AL GORE For For Management
1.3 Elect Director BOB IGER For For Management
1.4 Elect Director ANDREA JUNG For For Management
1.5 Elect Director ART LEVINSON For For Management
1.6 Elect Director RON SUGAR For For Management
1.7 Elect Director SUE WAGNER For For Management
2 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2015. For For Management
3 AN ADVISORY RESOLUTION TO APPROVE
EXECUTIVE COMPENSATION. For For Management
4 THE AMENDMENT OF THE APPLE INC.
EMPLOYEE STOCK PURCHASE PLAN. For For Management
5 A SHAREHOLDER PROPOSAL BY THE NATIONAL
CENTER FOR PUBLIC POLICY RESEARCH
ENTITLED "RISK REPORT." Against Against Shareholder
6 A SHAREHOLDER PROPOSAL BY MR.
JAMES MCRITCHIE AND MR. JOHN
HARRINGTON ENTITLED "PROXY
ACCESS FOR SHAREHOLDERS." Against Against Shareholder
==============================================================================
COMPANY: BIOGEN INC.
TICKER: BIIB
CUSIP: 09062X103
MEETING
DATE: 6/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ALEXANDER J. DENNER For For Management
1.2 Elect Director CAROLINE D. DORSA For For Management
1.3 Elect Director NANCY L. LEAMING For For Management
1.4 Elect Director RICHARD C. MULLIGAN For For Management
1.5 Elect Director ROBERT W. PANGIA For For Management
1.6 Elect Director STELIOS PAPADOPOULOS For For Management
1.7 Elect Director BRIAN S. POSNER For For Management
1.8 Elect Director ERIC K. ROWINSKY For For Management
1.9 Elect Director GEORGE A. SCANGOS For For Management
1.10 Elect Director LYNN SCHENK For For Management
1.11 Elect Director STEPHEN A. SHERWIN For For Management
2 TO RATIFY THE SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS BIOGEN
INC.'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM. For For Management
3 SAY ON PAY - AN ADVISORY VOTE ON
EXECUTIVE COMPENSATION. For For Management
4 TO APPROVE THE BIOGEN INC. 2015
EMPLOYEE STOCK PURCHASE PLAN. For For Management
5 TO APPROVE AN AMENDMENT TO THE
BIOGEN INC. 2006 NON-EMPLOYEE
DIRECTORS EQUITY PLAN. For For Management
==============================================================================
COMPANY: CELGENE CORPORATION
TICKER: CELG
CUSIP: 151020104
MEETING
DATE: 6/17/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ROBERT J. HUGIN For For Management
1.2 Elect Director R.W. BARKER, D. PHIL. For For Management
1.3 Elect Director MICHAEL W. BONNEY For For Management
1.4 Elect Director MICHAEL D. CASEY For For Management
1.5 Elect Director CARRIE S. COX For For Management
1.6 Elect Director RODMAN L. DRAKE For For Management
1.7 Elect Director M.A. FRIEDMAN, M.D. For For Management
1.8 Elect Director GILLA KAPLAN, PH.D. For For Management
1.9 Elect Director JAMES J. LOUGHLIN For For Management
1.10 Elect Director ERNEST MARIO, PH.D. For For Management
2 RATIFICATION OF THE APPOINTMENT OF
KPMG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2015. For For Management
3 APPROVAL OF AN AMENDMENT AND RESTATEMENT
OF THE COMPANY'S 2008 STOCK INCENTIVE
PLAN. For For Management
4 APPROVAL, BY NON-BINDING VOTE, OF
EXECUTIVE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS. For For Management
5 STOCKHOLDER PROPOSAL DESCRIBED IN MORE
DETAIL IN THE PROXY STATEMENT. Against Against Shareholder
==============================================================================
COMPANY: CHIPOTLE MEXICAN GRILL INC.
TICKER: CMG
CUSIP: 169656105
MEETING
DATE: 5/13/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JOHN CHARLESWORTH For For Management
1.2 Elect Director KIMBAL MUSK For For Management
1.3 Elect Director MONTY MORAN For For Management
1.4 Elect Director PAT FLYNN For For Management
1.5 Elect Director STEVE ELLS For For Management
1.6 Elect Director STEPHEN GILLETT For For Management
2 AN ADVISORY VOTE TO APPROVE THE
COMPENSATION OF OUR EXECUTIVE
OFFICERS AS DISCLOSED IN THE
PROXY STATEMENT ("SAY-ON-PAY"). For For Management
3 RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2015. For For Management
4 TO APPROVE THE AMENDED AND RESTATED
STOCK PLAN. (SEE PROXY STATEMENT FOR
FULL PROPOSAL) For For Management
5 TO APPROVE A CHARTER AMENDMENT TO
ENABLE MAJORITY VOTING FOR DIRECTORS.
(SEE PROXY STATEMENT FOR FULL PROPOSAL) For For Management
6 TO APPROVE A CHARTER AMENDMENT TO
ELIMINATE SUPERMAJORITY VOTING
REQUIREMENTS. (SEE PROXY STATEMENT FOR
FULL PROPOSAL) For For Management
7 TO APPROVE A PROXY ACCESS BYLAW FOR 5%
SHAREHOLDERS. (SEE PROXY STATEMENT FOR
FULL PROPOSAL) For For Management
8 A SHAREHOLDER PROPOSAL, SEEKING A PROXY
ACCESS BYLAW FOR 3% SHAREHOLDERS.
(SEE PROXY STATEMENT FOR FULL PROPOSAL) Against Against Shareholder
9 A SHAREHOLDER PROPOSAL, REQUESTING
SPECIFICATION OF EQUITY AWARDS IN EQUITY
COMPENSATION PLANS. Against Against Shareholder
10 A SHAREHOLDER PROPOSAL, SEEKING A STOCK
RETENTION POLICY. (SEE PROXY STATEMENT
FOR FULL PROPOSAL) Against Against Shareholder
11 A SHAREHOLDER PROPOSAL, SEEKING
RESTRICTIONS ON ACCELERATED VESTING.
(SEE PROXY STATEMENT FOR FULL PROPOSAL) Against Against Shareholder
12 A SHAREHOLDER PROPOSAL, SEEKING
SUSTAINABILITY REPORTING. (SEE
PROXY STATEMENT FOR FULL PROPOSAL) Against Against Shareholder
==============================================================================
COMPANY: CYBERARK SOFTWARE LTD
TICKER: CYBR
CUSIP: M2682V108
MEETING
DATE: 6/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 TO RE-ELECT EACH OF (A) EHUD (UDI)
MOKADY AND (B) DAVID SCHAEFFER FOR A
THREE YEAR TERM AS A CLASS I DIRECTOR
OF THE COMPANY, UNTIL THE COMPANY'S
ANNUAL GENERAL MEETING OF SHAREHOLDERS
IN 2018 AND UNTIL THEIR RESPECTIVE
SUCCESSORS ARE DULY ELECTED AND
QUALIFIED. For For Management
2 TO APPROVE, IN ACCORDANCE WITH
THE REQUIREMENTS OF THE ISRAELI
COMPANIES LAW, 5759-1999: (I) AN
INCREASE IN THE ANNUAL BASE SALARY
OF THE COMPANY'S PRESIDENT, CHIEF
EXECUTIVE OFFICER AND DIRECTOR, EHUD
(UDI) MOKADY, AND (II) A ONE-TIME
GRANT OF OPTIONS TO PURCHASE ORDINARY
SHARES OF THE COMPANY, PAR VALUE
... (DUE TO SPACE LIMITS, SEE PROXY
STATEMENT FOR FULL PROPOSAL). For For Management
3 TO APPROVE AN AMENDMENT TO OUR 2014
SHARE INCENTIVE PLAN TO INCREASE THE
PERCENTAGE OF OUR OUTSTANDING SHARE
CAPITAL (FROM 2% TO 4%) AND THE
ABSOLUTE NUMBER OF ORDINARY SHARES
(FROM TWO MILLION TO FOUR MILLION) BY
WHICH THE POOL OF ORDINARY SHARES MAY
INCREASE ON AN ANNUAL BASIS UNDER THE
"EVERGREEN" PROVISION OF THAT PLAN. For For Management
4 TO APPROVE A ONE-TIME INCREASE IN
THE NUMBER OF ORDINARY SHARES
AVAILABLE FOR ISSUANCE UNDER OUR
2014 SHARE INCENTIVE PLAN BY 2% OF
OUR TOTAL NUMBER OF OUTSTANDING
ORDINARY SHARES AS OF DECEMBER
31, 2014. For For Management
5 TO APPROVE THE RE-APPOINTMENT OF
KOST FORER GABBAY & KASIERER,
REGISTERED PUBLIC ACCOUNTING
FIRM, A MEMBER FIRM OF ERNST &
YOUNG GLOBAL, AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING
DECEMBER 31, 2015 AND UNTIL OUR
2016 ANNUAL GENERAL MEETING OF
SHAREHOLDERS, AND TO AUTHORIZE
OUR ... (DUE TO SPACE LIMITS, SEE
PROXY STATEMENT FOR FULLPROPOSAL). For For Management
==============================================================================
COMPANY: FACEBOOK INC.
TICKER: FB
CUSIP: 30303M102
MEETING
DATE: 6/11/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MARC L. ANDREESSEN For For Management
1.2 Elect Director ERSKINE B. BOWLES For For Management
1.3 Elect Director S.D. DESMOND-HELLMANN For For Management
1.4 Elect Director REED HASTINGS For For Management
1.5 Elect Director JAN KOUM For For Management
1.6 Elect Director SHERYL K. SANDBERG For For Management
1.7 Elect Director PETER A. THIEL For For Management
1.8 Elect Director MARK ZUCKERBERG For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2015. For For Management
3 TO RE-APPROVE THE INTERNAL REVENUE CODE
OF 1986, AS AMENDED, SECTION 162(M)
LIMITS OF OUR 2012 EQUITY INCENTIVE PLAN
TO PRESERVE OUR ABILITY TO RECEIVE
CORPORATE INCOME TAX DEDUCTIONS THAT MAY
BECOME AVAILABLE PURSUANT TO SECTION
162(M). For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
CHANGE IN STOCKHOLDER VOTING. Against Abstain Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING AN
ANNUAL SUSTAINABILITY REPORT. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING A
HUMAN RIGHTS RISK ASSESSMENT. Against Against Shareholder
==============================================================================
COMPANY: FIREEYE INC.
TICKER: FEYE
CUSIP: 31816Q101
MEETING
DATE: 6/11/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ASHAR AZIZ For For Management
1.2 Elect Director DAVID G. DEWALT For For Management
2 TO RATIFY THE APPOINTMENT OF DELOITTE &
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR OUR FISCAL
YEAR ENDING DECEMBER 31, 2015. For For Management
==============================================================================
COMPANY: GILEAD SCIENCES INC.
TICKER: GILD
CUSIP: 375558103
MEETING
DATE: 5/6/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JOHN F. COGAN For For Management
1.2 Elect Director ETIENNE F. DAVIGNON For For Management
1.3 Elect Director CARLA A. HILLS For For Management
1.4 Elect Director KEVIN E.LOFTON For For Management
1.5 Elect Director JOHN W. MADIGAN For For Management
1.6 Elect Director JOHN C. MARTIN For For Management
1.7 Elect Director NICHOLAS G. MOORE For For Management
1.8 Elect Director RICHARD J. WHITLEY For For Management
1.9 Elect Director GAYLE E.WILSON For For Management
1.10 Elect Director PER WOLD-OLSEN For For Management
2 TO RATIFY THE SELECTION OF ERNST & YOUNG
LLP BY THE AUDIT COMMITTEE OF THE BOARD
OF DIRECTORS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF
GILEAD FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2015. For For Management
3 TO APPROVE AN AMENDMENT AND
RESTATEMENT TO GILEAD'S EMPLOYEE
STOCK PURCHASE PLAN AND INTERNATIONAL
EMPLOYEE STOCK PURCHASE PLAN. For For Management
4 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS PRESENTED IN
THE PROXY STATEMENT. For For Management
5 TO VOTE ON A STOCKHOLDER PROPOSAL,
IF PROPERLY PRESENTED AT THE MEETING,
REQUESTING THAT THE BOARD TAKE STEPS
TO PERMIT STOCKHOLDER ACTION BY
WRITTEN CONSENT. Against Against Shareholder
6 TO VOTE ON A STOCKHOLDER PROPOSAL,
IF PROPERLY PRESENTED AT THE MEETING,
REQUESTING THAT THE BOARD ADOPT A POLICY
THAT THE CHAIRMAN OF THE BOARD OF
DIRECTORS BE AN INDEPENDENT DIRECTOR. Against Against Shareholder
7 TO VOTE ON A STOCKHOLDER PROPOSAL,
IF PROPERLY PRESENTED AT THE MEETING,
REQUESTING THAT GILEAD ISSUE AN ANNUAL
SUSTAINABILITY REPORT. Against Against Shareholder
8 TO VOTE ON A STOCKHOLDER PROPOSAL,
IF PROPERLY PRESENTED AT THE MEETING,
REQUESTING THAT THE BOARD REPORT ON
CERTAIN RISKS TO GILEAD FROM RISING
PRESSURE TO CONTAIN U.S. SPECIALTY
DRUG PRICES. Against Against Shareholder
==============================================================================
COMPANY: GOOGLE INC.
TICKER: GOOGL
CUSIP: 38259P508
MEETING
DATE: 6/3/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director LARRY PAGE For For Management
1.2 Elect Director SERGEY BRIN For For Management
1.3 Elect Director ERIC E. SCHMIDT For For Management
1.4 Elect Director L. JOHN DOERR For For Management
1.5 Elect Director DIANE B. GREENE For For Management
1.6 Elect Director JOHN L. HENNESSY For For Management
1.7 Elect Director ANN MATHER For For Management
1.8 Elect Director ALAN R. MULALLY For For Management
1.9 Elect Director PAUL S. OTELLINI For For Management
1.10 Elect Director K. RAM SHRIRAM For For Management
1.11 Elect Director SHIRLEY M. TILGHMAN For For Management
2 THE RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS GOOGLE'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2015. For For Management
3 THE APPROVAL OF AN AMENDMENT TO
GOOGLE'S 2012 STOCK PLAN TO INCREASE
THE SHARE RESERVE BY 17,000,000 SHARES
OF CLASS C CAPITAL STOCK. For For Management
4 A STOCKHOLDER PROPOSAL REGARDING
EQUAL SHAREHOLDER VOTING, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
5 A STOCKHOLDER PROPOSAL REGARDING
A LOBBYING REPORT, IF PROPERLY
PRESENTED AT THE MEETING. Against Against Shareholder
6 A STOCKHOLDER PROPOSAL REGARDING
THE ADOPTION OF A MAJORITY VOTE
STANDARD FOR THE ELECTION OF DIRECTORS,
IF PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
7 A STOCKHOLDER PROPOSAL REGARDING A
REPORT ON RENEWABLE ENERGY COST, IF
PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
8 A STOCKHOLDER PROPOSAL REGARDING A
REPORT ON BUSINESS RISK RELATED TO
CLIMATE CHANGE REGULATIONS, IF
PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
==============================================================================
COMPANY: ILLUMINA INC.
TICKER: ILMN
CUSIP: 452327109
MEETING
DATE: 5/27/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director A. BLAINE BOWMAN For For Management
1.2 Elect Director KARIN EASTHAM, CPA For For Management
1.3 Elect Director JAY T. FLATLEY For For Management
1.4 Elect Director JEFFREY T. HUBER For For Management
1.5 Elect Director WILLIAM H. RASTETTERPH.D. For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING JANUARY 3, 2016. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS, THE
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY
STATEMENT. For For Management
4 TO APPROVE THE ILLUMINA, INC. 2015
STOCK AND INCENTIVE PLAN. For For Management
==============================================================================
COMPANY: LINKEDIN CORPORATION
TICKER: LNKD
CUSIP: 53578A108
MEETING
DATE: 6/3/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director LESLIE KILGORE For For Management
1.2 Elect Director JEFFREY WEINER For For Management
2 RATIFICATION OF THE APPOINTMENT OF
DELOITTE & TOUCHE LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS OF LINKEDIN CORPORATION
FOR THE FISCAL YEAR ENDING DECEMBER
31, 2015. For For Management
3 APPROVAL OF THE AMENDMENT OF THE 2011
EQUITY INCENTIVE PLAN FOR PURPOSES OF
SECTION 162(M) OF THE INTERNAL REVENUE
CODE AND ADDING A PROVISION TO
AUTOMATICALLY INCREASE THE NUMBER OF
SHARES ISSUABLE THEREUNDER. For For Management
4 ADVISORY VOTE TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION
("SAY-ON-PAY"). For For Management
5 STOCKHOLDER PROPOSAL REGARDING BOARD
DIVERSITY. None Abstain Shareholder
==============================================================================
COMPANY: MEDIVATION INC.
TICKER: MDVN
CUSIP: 58501N101
MEETING
DATE: 6/16/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KIM D. BLICKENSTAFF For For Management
1.2 Elect Director KATHRYN E. FALBERG For For Management
1.3 Elect Director DAVID T. HUNG, M.D. For For Management
1.4 Elect Director C. PATRICK MACHADO For For Management
1.5 Elect Director DAWN SVORONOS For For Management
1.6 Elect Director W. ANTHONY VERNON For For Management
1.7 Elect Director WENDY L. YARNO For For Management
2 TO RATIFY THE SELECTION BY THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS OF
PRICEWATERHOUSECOOPERS LLP AS
MEDIVATION'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2015. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF MEDIVATION'S
NAMED EXECUTIVE OFFICERS, AS
DISCLOSED IN THE ACCOMPANYING
PROXY STATEMENT. For For Management
4 TO APPROVE AN AMENDMENT AND
RESTATEMENT OF THE MEDIVATION,
INC. AMENDED AND RESTATED 2004
EQUITY INCENTIVE AWARD PLAN TO
INCREASE THE NUMBER OF SHARES OF
MEDIVATION'S COMMON STOCK RESERVED
FOR ISSUANCE UNDER THE PLAN BY
2,700,000 SHARES AND MAKE CERTAIN
OTHER CHANGES AS DESCRIBED IN THE
ACCOMPANYING PROXY STATEMENT. For For Management
5 TO APPROVE AN AMENDMENT TO
MEDIVATION'S RESTATED CERTIFICATE
OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF
MEDIVATION'S COMMON STOCK FROM
170,000,000 SHARES TO 340,000,000
SHARES. For For Management
==============================================================================
COMPANY: MICHAEL KORS HOLDINGS LIMITED
TICKER: KORS
CUSIP: G60754101
MEETING
DATE: 7/31/14
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JOHN D. IDOL For For Management
1.2 Elect Director SILAS K.F. CHOU For For Management
1.3 Elect Director ANN MCLAUGHLIN KOROLOGOS For For Management
1.4 Elect Director JEFFREY T. HUBER For For Management
1.5 Elect Director WILLIAM H. RASTETTERPH.D. For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG
LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING MARCH 28, 2015. For For Management
3 TO APPROVE, ON A NON-BINDING ADVISORY
BASIS, EXECUTIVE COMPENSATION. For For Management
==============================================================================
COMPANY: MOBILEYE N.V.
TICKER: MBLY
CUSIP: N51488117
MEETING
DATE: 12/12/14
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 TO ADOPT OUR DUTCH STATUTORY ANNUAL
ACCOUNTS FOR THE YEAR ENDED
DECEMBER 31, 2013. For For Management
2 TO DISCHARGE (TO THE EXTENT NOT
PREVIOUSLY GRANTED) THE SOLE
MEMBER OF OUR MANAGEMENT
BOARD FROM LIABILITY IN RESPECT OF
THE EXERCISE OF HER DUTIES DURING
THE YEAR ENDED DECEMBER 31, 2013. For For Management
3 TO DISCHARGE (TO THE EXTENT NOT
PREVIOUSLY GRANTED) THE FORMER
MEMBERS OF OUR SUPERVISORY
BOARD FROM LIABILITY IN RESPECT OF
THE EXERCISE OF THEIR DUTIES
DURING THE YEAR ENDED DECEMBER
31, 2013. For For Management
4 TO AMEND THE ARTICLES OF
ASSOCIATION OF THE COMPANY IN
ACCORDANCE WITH THE PROPOSAL OF
THE BOARD OF DIRECTORS. For For Management
==============================================================================
COMPANY: NETFLIX INC.
TICKER: NFLX
CUSIP: 64110L106
MEETING
DATE: 6/9/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RICHARD N. BARTON For For Management
1.2 Elect Director BRADFORD L. SMITH For For Management
1.3 Elect Director ANNE SWEENEY For For Management
2 TO RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2015. For For Management
3 ADVISORY APPROVAL OF THE COMPANY'S
EXECUTIVE OFFICER COMPENSATION. For For Management
4 TO APPROVE THE AMENDMENT OF THE
COMPANY'S CERTIFICATE OF
INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK. For For Management
5 STOCKHOLDER PROPOSAL TO ADOPT
A PROXY ACCESS BYLAW, IF
PROPERLY PRESENTED AT THE
MEETING. Against Against Shareholder
6 STOCKHOLDER PROPOSAL TO AMEND
THE VOTING REQUIREMENTS IN THE
COMPANY'S CHARTER AND BYLAWS, IF
PROPERLY PRESENTED AT THE MEETING. Against Against Shareholder
7 STOCKHOLDER PROPOSAL TO
REORGANIZE THE BOARD OF DIRECTORS
INTO A SINGLE CLASS SUBJECT TO
ELECTION EACH YEAR. Against Against Shareholder
==============================================================================
COMPANY: NETSUITE INC.
TICKER: N
CUSIP: 64118Q107
MEETING
DATE: 6/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director EVAN GOLDBERG For For Management
1.2 Elect Director STEVEN J. GOMO For For Management
1.3 Elect Director CATHERINE R. KINNEY For For Management
2 APPROVAL OF THE 2015 EMPLOYEE
STOCK PURCHASE PLAN. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
KPMG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2015. For For Management
==============================================================================
COMPANY: PALO ALTO NETWORKS INC.
TICKER: PANW
CUSIP: 697435105
MEETING
DATE: 12/12/14
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CARL ESCHENBACH For For Management
1.2 Elect Director DANIEL J. WARMENHOVEN For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS PALO ALTO
NETWORKS, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR ITS FISCAL YEAR ENDING
JULY 31, 2015. For For Management
3 ADVISORY RESOLUTION TO APPROVE
EXECUTIVE COMPENSATION. For For Management
==============================================================================
COMPANY: THE PRICELINE GROUP INC.
TICKER: PCLN
CUSIP: 741503403
MEETING
DATE: 6/4/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director TIMOTHY M. ARMSTRONG For For Management
1.2 Elect Director HOWARD W. BARKER, JR. For For Management
1.3 Elect Director JEFFERY H. BOYD For For Management
1.4 Elect Director JAN L. DOCTER For For Management
1.5 Elect Director JEFFREY E. EPSTEIN For For Management
1.6 Elect Director JAMES M. GUYETTE For For Management
1.7 Elect Director DARREN R. HUSTON For For Management
1.8 Elect Director CHARLES H. NOSKI For For Management
1.9 Elect Director NANCY B. PERETSMAN For For Management
1.10 Elect Director THOMAS E. ROTHMAN For For Management
1.11 Elect Director CRAIG W. RYDIN For For Management
2 TO RATIFY THE SELECTION OF DELOITTE &
TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF
THE COMPANY FOR OUR FISCAL YEAR
ENDING DECEMBER 31, 2015. For For Management
3 TO APPROVE ON AN ADVISORY BASIS THE
COMPENSATION PAID BY THE COMPANY TO ITS
NAMED EXECUTIVE OFFICERS. For For Management
4 TO CONSIDER AND VOTE UPON A NON-BINDING
STOCKHOLDER PROPOSAL CONCERNING STOCK-
HOLDER ACTION BY WRITTEN CONSENT. Against Against Shareholder
5 TO CONSIDER AND VOTE UPON A NON-
BINDING STOCKHOLDER PROPOSAL
CONCERNING PROXY ACCESS. Against Abstain Shareholder
==============================================================================
COMPANY: REGENERON PHARMACEUTICALS INC.
TICKER: REGN
CUSIP: 75886F107
MEETING
DATE: 6/12/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director CHARLES A. BAKER For For Management
1.2 Elect Director ARTHUR F. RYAN For For Management
1.3 Elect Director GEORGE L. SING For For Management
1.4 Elect Director MARC TESSIER-LAVIGNE For For Management
2 PROPOSAL TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS
THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2015. For For Management
3 APPROVAL OF THE REGENERON
PHARMACEUTICALS, INC. CASH
INCENTIVE BONUS PLAN. For For Management
4 APPROVAL OF AN AMENDMENT TO THE
COMPANY'S CERTIFICATE OF
INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF
CAPITAL STOCK AND COMMON STOCK. For For Management
5 NONBINDING SHAREHOLDER
PROPOSAL RELATING TO PROXY
ACCESS, IF PROPERLY PRESENTED. Against Against Shareholder
==============================================================================
COMPANY: RESTORATION HARDWARE HOLDINGS INC.
TICKER: RH
CUSIP: 761283100
MEETING
DATE: 6/24/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director GARY FRIEDMAN For For Management
1.2 Elect Director CARLOS ALBERINI For For Management
1.3 Elect Director J. MICHAEL CHU For For Management
2 ADVISORY VOTE TO APPROVE
EXECUTIVE COMPENSATION. For For Management
3 RATIFICATION OF THE APPOINTMENT
OF PRICEWATERHOUSECOOPERS LLP
AS OUR INDEPENDENT REGISTERED
ACCOUNTING FISCAL YEAR. For For Management
==============================================================================
COMPANY: SALESFORCE.COM INC.
TICKER: CRM
CUSIP: 79466L302
MEETING
DATE: 6/4/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director MARC R. BENIOFF For For Management
1.2 Elect Director KEITH G. BLOCK For For Management
1.3 Elect Director CRAIG A. CONWAY For For Management
1.4 Elect Director ALAN G. HASSENFELD For For Management
1.5 Elect Director COLIN L. POWELL For For Management
1.6 Elect Director SANFORD R. ROBERTSON For For Management
1.7 Elect Director JOHN V. ROOS For For Management
1.8 Elect Director LAWRENCE J. TOMLINSON For For Management
1.9 Elect Director ROBIN L. WASHINGTON For For Management
1.10 Elect Director MAYNARD G. WEBB For For Management
1.11 Elect Director SUSAN D. WOJCICKI For For Management
2 APPROVAL OF AN AMENDMENT TO INCREASE
THE SHARES AVAILABLE FOR GRANT UNDER
THE COMPANY'S 2013 EQUITY INCENTIVE PLAN. For For Management
3 APPROVAL OF AN AMENDMENT TO INCREASE THE
SHARES AVAILABLE FOR PURCHASE UNDER THE
COMPANY'S EMPLOYEE STOCK PURCHASE PLAN. For For Management
4 RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS
INDEPENDENT AUDITORS. For For Management
5 ADVISORY VOTE TO APPROVE
EXECUTIVE COMPENSATION. For For Management
==============================================================================
COMPANY: SERVICENOW INC.
TICKER: NOW
CUSIP: 81762P102
MEETING
DATE: 7/8/14
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director SUSAN L. BOSTROM For For Management
1.2 Elect Director CHARLES H. GIANCARLO For For Management
1.3 Elect Director ANITA M. SANDS For For Management
1.4 Elect Director WILLIAM L. STRAUSS For For Management
2 ADVISORY VOTE ON THE FREQUENCY OF
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION. 1 YEAR. For For Management
3 RATIFICATION OF PRICEWATERHOUSECOOPERS
LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING 2014. For For Management
==============================================================================
COMPANY: SERVICENOW INC.
TICKER: NOW
CUSIP: 81762P102
MEETING
DATE: 6/10/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DOUGLAS M. LEONE For For Management
1.2 Elect Director FREDERIC B. LUDDY For For Management
1.3 Elect Director JEFFREY A. MILLER For For Management
2 AN ADVISORY RESOLUTION TO APPROVE
THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS. For For Management
3 RATIFICATION OF PRICEWATERHOUSECOOPERS
LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING 2015. For For Management
==============================================================================
COMPANY: SPLUNK INC.
TICKER: SPLK
CUSIP: 848637104
MEETING
DATE: 6/11/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director STEPHEN NEWBERRY For For Management
1.2 Elect Director GRAHAM SMITH For For Management
1.3 Elect Director GODFREY SULLIVAN For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR OUR FISCAL YEAR ENDING JANUARY
31, 2016. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS, THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS, AS DESCRIBED IN THE PROXY
STATEMENT. For For Management
==============================================================================
COMPANY: TABLEAU SOFTWARE INC.
TICKER: DATA
CUSIP: 87336U105
MEETING
DATE: 5/11/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director FOREST BASKETT For For Management
1.2 Elect Director BILLY BOSWORTH For For Management
1.3 Elect Director PATRICK HANRAHAN For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN THE
ACCOMPANYING PROXY STATEMENT. For For Management
3 TO INDICATE, ON AN ADVISORY BASIS,
THE PREFERRED FREQUENCY OF
STOCKHOLDER ADVISORY VOTES ON
THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS. 1 YEAR. For For Management
4 TO RATIFY THE SELECTION BY THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR ITS FISCAL YEAR
ENDING DECEMBER 31, 2015. For For Management
==============================================================================
COMPANY: TESLA MOTORS INC.
TICKER: TSLA
CUSIP: 88160R101
MEETING
DATE: 6/9/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ANTONIO J.GRACIAS For For Management
1.2 Elect Director KIMBAL MUSK For For Management
2 TO RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS TESLA'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2015. For For Management
3 A STOCKHOLDER PROPOSAL BY MR.
MARK PETERS. Against Against Shareholder
4 A STOCKHOLDER PROPOSAL BY MS.
ELIZABETH FARRELL PETERS. Against Against Shareholder
==============================================================================
COMPANY: TWITTER INC.
TICKER: TWTR
CUSIP: 90184L102
MEETING
DATE: 6/3/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DAVID ROSENBLATT For For Management
1.2 Elect Director EVAN WILLIAMS For For Management
2 TO APPROVE, ON AN ADVISORY BASIS,
THE FREQUENCY OF FUTURE
STOCKHOLDER ADVISORY VOTES ON
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS. 1 YEAR. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2015. For For Management
==============================================================================
COMPANY: UNDER ARMOUR INC.
TICKER: UA
CUSIP: 904311107
MEETING
DATE: 4/29/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director KEVIN A. PLANK For For Management
1.2 Elect Director BYRON K. ADAMS, JR. For For Management
1.3 Elect Director GEORGE W. BODENHEIMER For For Management
1.4 Elect Director DOUGLAS E. COLTHARP For For Management
1.5 Elect Director ANTHONY W. DEERING For For Management
1.6 Elect Director KAREN W. KATZ For For Management
1.7 Elect Director A.B. KRONGARD For For Management
1.8 Elect Director WILLIAM R. MCDERMOTT For For Management
1.9 Elect Director ERIC T. OLSON For For Management
1.10 Elect Director HARVEY L. SANDERS For For Management
2 TO APPROVE, BY A NON-BINDING ADVISORY
VOTE, THE COMPENSATION OF EXECUTIVES
AS DISCLOSED IN THE "EXECUTIVE COMPEN-
SATION" SECTION OF THE PROXY STATEMENT,
INCLUDING THE COMPENSATION DISCUSSION
AND ANALYSIS AND TABLES. For For Management
3 TO APPROVE THE SECOND AMENDED
AND RESTATED 2005 OMNIBUS LONG-
TERM INCENTIVE PLAN. For For Management
4 RATIFICATION OF APPOINTMENT OF
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM. For For Management
==============================================================================
COMPANY: VALEANT PHARMACEUTICALS INTERNATIONAL INC.
TICKER: VRX
CUSIP: 91911K102
MEETING
DATE: 5/19/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director RONALD H. FARMER For For Management
1.2 Elect Director COLLEEN A. GOGGINS For For Management
1.3 Elect Director ROBERT A. INGRAM For For Management
1.4 Elect Director ANDERS O.LONNER For For Management
1.5 Elect Director THEO MELAS-KYRIAZI For For Management
1.6 Elect Director J. MICHAEL PEARSON For For Management
1.7 Elect Director ROBERT N. POWER For For Management
1.8 Elect Director NORMA A. PROVENCIO For For Management
1.9 Elect Director HOWARD B. SCHILLER For For Management
1.10 Elect Director KATHARINE B. STEVENSON For For Management
1.11 Elect Director JEFFREY W. UBBEN For For Management
2 THE APPROVAL, IN AN ADVISORY
RESOLUTION, OF THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS
AS DISCLOSED IN THE COMPENSATION
DISCUSSION AND ANALYSIS SECTION,
EXECUTIVE COMPENSATION TABLES
AND ACCOMPANYING NARRATIVE
DISCUSSIONS CONTAINED IN THE
MANAGEMENT PROXY CIRCULAR AND
PROXY STATEMENT. For For Management
3 TO APPOINT PRICEWATERHOUSECOOPERS LLP
AS THE AUDITORS FOR THE COMPANY TO
HOLD OFFICE UNTIL THE CLOSE OF THE
2016 ANNUAL MEETING OF SHAREHOLDERS
AND TO AUTHORIZE THE COMPANY'S BOARD
OF DIRECTORS TO FIX THE AUDITORS'
REMUNERATION. For For Management
==============================================================================
COMPANY: VERTEX PHARMACEUTICALS INCORPORATED
TICKER: VRTX
CUSIP: 92532F100
MEETING
DATE: 6/4/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director JEFFREY M. LEIDEN For For Management
1.2 Elect Director BRUCE I. SACHS For For Management
1.3 Elect Director SANGEETA N. BHATIA For For Management
2 AMENDMENT TO OUR ARTICLES OF
ORGANIZATION THAT INCREASES THE
NUMBER OF SHARES AUTHORIZED FOR
ISSUANCE FROM 300 MILLION TO 500
MILLION. For For Management
3 AMENDMENT AND RESTATEMENT OF
OUR 2013 STOCK AND OPTION PLAN
THAT, AMONG OTHER THINGS,
INCREASES THE NUMBER OF SHARES
AUTHORIZED FOR ISSUANCE UNDER
THE PLAN BY 7.8 MILLION SHARES. For For Management
4 RATIFICATION OF THE APPOINTMENT
OF ERNST & YOUNG LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2015. For For Management
5 ADVISORY VOTE ON OUR NAMED
EXECUTIVE OFFICER COMPENSATION. For For Management
6 SHAREHOLDER PROPOSAL, IF PROPERLY
PRESENTED AT THE MEETING, REGARDING
A PROXY ACCESS BY-LAW. Against Abstain Shareholder
7 SHAREHOLDER PROPOSAL, IF PROPERLY
PRESENTED AT THE MEETING, REQUESTING
A REPORT ON SPECIALTY DRUG PRICES. Against Against Shareholder
==============================================================================
COMPANY: WORKDAY INC.
TICKER: WDAY
CUSIP: 98138H101
MEETING
DATE: 6/3/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ANEEL BHUSRI For For Management
1.2 Elect Director DAVID A. DUFFIELD For For Management
2 TO RATIFY THE APPOINTMENT OF
ERNST & YOUNG LLP AS WORKDAY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING JANUARY 31, 2016. For For Management
3 ADVISORY VOTE ON NAMED EXECUTIVE
OFFICER COMPENSATION. For For Management
4 ADVISORY VOTE ON FREQUENCY OF
ADVISORY VOTE ON NAMED EXECUTIVE
OFFICER COMPENSATION. 1 YEAR. For For Management
==============================================================================
COMPANY: YAHOO! INC.
TICKER: YHOO
CUSIP: 984332106
MEETING
DATE: 6/24/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director DAVID FILO For For Management
1.2 Elect Director SUSAN M. JAMES For For Management
1.3 Elect Director MAX R. LEVCHIN For For Management
1.4 Elect Director MARISSA A. MAYER For For Management
1.5 Elect Director THOMAS J. MCINERNEY For For Management
1.6 Elect Director CHARLES R. SCHWAB For For Management
1.7 Elect Director H. LEE SCOTT, JR. For For Management
1.8 Elect Director JANE E.SHAW, PH.D. For For Management
1.9 Elect Director MAYNARD G. WEBB, JR. For For Management
2 APPROVAL, ON AN ADVISORY BASIS, OF THE
COMPANY'S EXECUTIVE COMPENSATION. For For Management
3 RATIFICATION OF THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM. For For Management
4 SHAREHOLDER PROPOSAL REGARDING A
BOARD COMMITTEE ON HUMAN RIGHTS, IF
PROPERLY PRESENTED AT THE ANNUAL
MEETING. Against Against Shareholder
5 SHAREHOLDER PROPOSAL REGARDING A
RIGHT TO ACT BY WRITTEN CONSENT, IF
PROPERLY PRESENTED AT THE ANNUAL
MEETING. Against Against Shareholder
==============================================================================
COMPANY: YELP INC.
TICKER: YELP
CUSIP: 985817105
MEETING
DATE: 5/20/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director GEOFF DONAKER For For Management
1.2 Elect Director ROBERT GIBBS For For Management
1.3 Elect Director JEREMY STOPPELMAN For For Management
2 TO RATIFY THE SELECTION OF DELOITTE &
TOUCHE LLP AS YELP'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2015. For For Management
3 TO APPROVE, ON AN ADVISORY BASIS,
THE COMPENSATION OF YELP'S NAMED
EXECUTIVE OFFICERS, AS DISCLOSED
IN THE ACCOMPANYING PROXY STATEMENT. For For Management
==============================================================================
COMPANY: ZILLOW INC.
TICKER: Z
CUSIP: 98954A107
MEETING
DATE: 12/18/14
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1 TO APPROVE THE AGREEMENT AND
PLAN OF MERGER, DATED AS OF JULY
28, 2014, BY AND AMONG ZILLOW, INC.
("ZILLOW"), ZEBRA HOLDCO, INC.
("ZEBRA HOLDCO"), AND TRULIA, INC. -
THE MERGERS WILL ONLY OCCUR IF
PROPOSAL NO. 2 IS ALSO APPROVED. For For Management
2 TO APPROVE THE AUTHORIZATION OF
NONVOTING CLASS C CAPITAL STOCK
IN ZEBRA HOLDCO'S AMENDED AND
RESTATED ARTICLES OFINCORPORATION. For For Management
3 TO APPROVE THE ADJOURNMENT OF
THE ZILLOW SPECIAL MEETING IF
NECESSARY OR APPROPRIATE TO
SOLICIT ADDITIONAL PROXIES IF THERE
ARE NOT SUFFICIENT VOTES TO
APPROVE THE MERGER AGREEMENT
OR TO APPROVE THE AUTHORIZATION
OF NONVOTING CLASS C CAPITAL
STOCK IN ZEBRA HOLDCO'S AMENDED
AND RESTATED ARTICLES OF
INCORPORATION. For For Management
==============================================================================
COMPANY: ZILLOW INC.
TICKER: Z
CUSIP: 98954M101
MEETING
DATE: 6/11/15
------------------------------------------------------------------------------
Mgmt Vote
# Proposal Rec Cast Sponsor
------------------------------------------------------------------------------
1.1 Elect Director ERIK BLACHFORD For For Management
1.2 Elect Director SPENCER M. RASCOFF For For Management
1.3 Elect Director GORDON STEPHENSON For For Management
2 APPROVE THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE
OFFICERS ON AN ADVISORY BASIS. For For Management
3 VOTE ON THE FREQUENCY OF FUTURE
ADVISORY VOTES ON THE
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS ON AN
ADVISORY BASIS. 3 YEARS. For For Management
4 APPROVE THE ZILLOW GROUP, INC.
AMENDED AND RESTATED 2011
INCENTIVE PLAN. For For Management
5 RATIFY THE APPOINTMENT OF ERNST &
YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2015. For For Management
==============================================================================
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 under-
signed, thereunto duly authorized.
The Berkshire Funds
-------------------
/s/ Malcolm R. Fobes III
------------------------
Malcolm R. Fobes III
President
August 31, 2015
---------------