================================================================================
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: 811-02514
-----------------
VOYA VARIABLE FUNDS
(Exact name of registrant as specified in charter)
-----------------
7337 E. Doubletree Ranch Road, Suite 100
Scottsdale, AZ 85258
(Address of principal executive offices) (Zip code)
(Name and address of agent for service) With copies to:
Theresa K. Kelety, Esq. Elizabeth J. Reza, Esq.
Voya Investments, LLC Ropes & Gray LLP
7337 E. Doubletree Ranch Road, Suite 100 Prudential Tower,
Scottsdale, AZ 85258 800 Boylston Street
Boston, MA 02199
Registrant's telephone number, including area code: (800) 992-0180
-----------------
Date of fiscal year end: December 31
Date of reporting period: July 1, 2016 - June 30, 2017
================================================================================
Item 1. Proxy Voting Record
******************************* FORM N-PX REPORT *******************************
ICA File Number: 811-02514
Reporting Period: 07/01/2016 - 06/30/2017
Voya Variable Funds
======================= Voya Growth and Income Portfolio =======================
ACTIVISION BLIZZARD, INC.
Ticker: ATVI Security ID: 00507V109
Meeting Date: JUN 01, 2017 Meeting Type: Annual
Record Date: APR 07, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert Corti For For Management
1.2 Elect Director Hendrik Hartong, III For For Management
1.3 Elect Director Brian G. Kelly For For Management
1.4 Elect Director Robert A. Kotick For For Management
1.5 Elect Director Barry Meyer For For Management
1.6 Elect Director Robert Morgado For For Management
1.7 Elect Director Peter Nolan For For Management
1.8 Elect Director Casey Wasserman For For Management
1.9 Elect Director Elaine Wynn For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 23, 2017 Meeting Type: Annual
Record Date: MAR 29, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey P. Bezos For For Management
1b Elect Director Tom A. Alberg For For Management
1c Elect Director John Seely Brown For For Management
1d Elect Director Jamie S. Gorelick For For Management
1e Elect Director Daniel P. Huttenlocher For For Management
1f Elect Director Judith A. McGrath For For Management
1g Elect Director Jonathan J. Rubinstein For For Management
1h Elect Director Thomas O. Ryder For For Management
1i Elect Director Patricia Q. Stonesifer For For Management
1j Elect Director Wendell P. Weeks For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency Three One Year Management
Years
5 Amend Omnibus Stock Plan For For Management
6 Report on Use of Criminal Background Against Against Shareholder
Checks in Hiring
7 Include Sustainability as a Against Against Shareholder
Performance Measure for Senior
Executive Compensation
8 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
--------------------------------------------------------------------------------
APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 28, 2017 Meeting Type: Annual
Record Date: DEC 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James Bell For For Management
1.2 Elect Director Tim Cook For For Management
1.3 Elect Director Al Gore For For Management
1.4 Elect Director Bob Iger For For Management
1.5 Elect Director Andrea Jung For For Management
1.6 Elect Director Art Levinson For For Management
1.7 Elect Director Ron Sugar For For Management
1.8 Elect Director Sue Wagner For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Disclose Charitable Contributions Against Against Shareholder
6 Adopt Policy to Increase Diversity of Against Against Shareholder
Senior Management and Board of
Directors
7 Proxy Access Amendments Against For Shareholder
8 Engage Outside Independent Experts for Against Against Shareholder
Compensation Reforms
9 Adopt Share Retention Policy For Against Against Shareholder
Senior Executives
--------------------------------------------------------------------------------
ASTRAZENECA PLC
Ticker: AZN Security ID: 046353108
Meeting Date: APR 27, 2017 Meeting Type: Annual
Record Date: MAR 16, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Dividends For For Management
3 Appoint PricewaterhouseCoopers LLP as For For Management
Auditors
4 Authorise Board to Fix Remuneration of For For Management
Auditors
5a Re-elect Leif Johansson as Director For For Management
5b Re-elect Pascal Soriot as Director For For Management
5c Re-elect Marc Dunoyer as Director For For Management
5d Re-elect Genevieve Berger as Director For For Management
5e Elect Philip Broadley as Director For For Management
5f Re-elect Bruce Burlington as Director For For Management
5g Re-elect Graham Chipchase as Director For For Management
5h Re-elect Rudy Markham as Director For For Management
5i Re-elect Shriti Vadera as Director For For Management
5j Re-elect Marcus Wallenberg as Director For For Management
6 Approve Remuneration Report For Against Management
7 Approve Remuneration Policy For For Management
8 Approve EU Political Donations and For For Management
Expenditure
9 Authorise Issue of Equity with For For Management
Pre-emptive Rights
10 Authorise Issue of Equity without For For Management
Pre-emptive Rights
11 Authorise Market Purchase of Ordinary For For Management
Shares
12 Authorise the Company to Call General For For Management
Meeting with Two Weeks' Notice
--------------------------------------------------------------------------------
AT&T INC.
Ticker: T Security ID: 00206R102
Meeting Date: APR 28, 2017 Meeting Type: Annual
Record Date: FEB 28, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Randall L. Stephenson For For Management
1.2 Elect Director Samuel A. Di Piazza, Jr. For For Management
1.3 Elect Director Richard W. Fisher For For Management
1.4 Elect Director Scott T. Ford For For Management
1.5 Elect Director Glenn H. Hutchins For For Management
1.6 Elect Director William E. Kennard For For Management
1.7 Elect Director Michael B. McCallister For For Management
1.8 Elect Director Beth E. Mooney For For Management
1.9 Elect Director Joyce M. Roche For For Management
1.10 Elect Director Matthew K. Rose For For Management
1.11 Elect Director Cynthia B. Taylor For For Management
1.12 Elect Director Laura D'Andrea Tyson For For Management
1.13 Elect Director Geoffrey Y. Yang For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Indirect Political Against Against Shareholder
Contributions
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Amend Proxy Access Right Against Against Shareholder
8 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 26, 2017 Meeting Type: Annual
Record Date: MAR 02, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Susan S. Bies For For Management
1c Elect Director Jack O. Bovender, Jr. For For Management
1d Elect Director Frank P. Bramble, Sr. For For Management
1e Elect Director Pierre J.P. de Weck For For Management
1f Elect Director Arnold W. Donald For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Monica C. Lozano For For Management
1i Elect Director Thomas J. May For For Management
1j Elect Director Brian T. Moynihan For For Management
1k Elect Director Lionel L. Nowell, III For For Management
1l Elect Director Michael D. White For For Management
1m Elect Director Thomas D. Woods For For Management
1n Elect Director R. David Yost For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Amend the General Clawback Policy Against Against Shareholder
6 Non-core banking operations Against Against Shareholder
7 Require Independent Board Chairman Against Against Shareholder
8 Report on Gender Pay Gap Against Against Shareholder
--------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION
Ticker: BSX Security ID: 101137107
Meeting Date: MAY 09, 2017 Meeting Type: Annual
Record Date: MAR 15, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nelda J. Connors For For Management
1b Elect Director Charles J. Dockendorff For For Management
1c Elect Director Yoshiaki Fujimori For For Management
1d Elect Director Donna A. James For For Management
1e Elect Director Edward J. Ludwig For For Management
1f Elect Director Stephen P. MacMillan For For Management
1g Elect Director Michael F. Mahoney For For Management
1h Elect Director David J. Roux For For Management
1i Elect Director John E. Sununu For For Management
1j Elect Director Ellen M. Zane For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
CANADIAN NATURAL RESOURCES LIMITED
Ticker: CNQ Security ID: 136385101
Meeting Date: MAY 04, 2017 Meeting Type: Annual
Record Date: MAR 15, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Catherine M. Best, N. Murray For For Management
Edwards, Timothy W. Faithfull, Gary A.
Filmon, Christopher L. Fong, Gordon D.
Giffin, Wilfred A. Gobert, Steve W.
Laut, Frank J. McKenna, David A. Tuer,
and Annette M. Verschuren as Directors
1.1 Elect Director Catherine M. Best For For Management
1.2 Elect Director N. Murray Edwards For For Management
1.3 Elect Director Timothy W. Faithfull For For Management
1.4 Elect Director Gary A. Filmon For For Management
1.5 Elect Director Christopher L. Fong For For Management
1.6 Elect Director Gordon D. Giffin For For Management
1.7 Elect Director Wilfred A. Gobert For For Management
1.8 Elect Director Steve W. Laut For For Management
1.9 Elect Director Frank J. McKenna For For Management
1.10 Elect Director David A. Tuer For For Management
1.11 Elect Director Annette M. Verschuren For For Management
2 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
CHUBB LIMITED
Ticker: CB Security ID: H1467J104
Meeting Date: MAY 18, 2017 Meeting Type: Annual
Record Date: MAR 27, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2.1 Allocate Disposable Profit For For Management
2.2 Approve Dividend Distribution From For For Management
Legal Reserves Through Capital
Contributions Reserve Subaccount
3 Approve Discharge of Board and Senior For For Management
Management
4.1 Ratify PricewaterhouseCoopers AG For For Management
(Zurich) as Auditors
4.2 Ratify PricewaterhouseCoopers LLP For For Management
(United States) as Independent
Registered Accounting Firm as Auditors
4.3 Ratify BDO AG (Zurich) as Special For For Management
Auditors
5.1 Elect Director Evan G. Greenberg For For Management
5.2 Elect Director Robert M. Hernandez For For Management
5.3 Elect Director Michael G. Atieh For For Management
5.4 Elect Director Sheila P. Burke For For Management
5.5 Elect Director James I. Cash For For Management
5.6 Elect Director Mary Cirillo For For Management
5.7 Elect Director Michael P. Connors For For Management
5.8 Elect Director John A. Edwardson For For Management
5.9 Elect Director Leo F. Mullin For For Management
5.10 Elect Director Kimberly A. Ross For For Management
5.11 Elect Director Robert W. Scully For For Management
5.12 Elect Director Eugene B. Shanks, Jr. For For Management
5.13 Elect Director Theodore E. Shasta For For Management
5.14 Elect Director David H. Sidwell For For Management
5.15 Elect Director Olivier Steimer For For Management
5.16 Elect Director James M. Zimmerman For For Management
6 Elect Evan G. Greenberg as Board For For Management
Chairman
7.1 Appoint Michael P. Connors as Member For For Management
of the Compensation Committee
7.2 Appoint Mary Cirillo as Member of the For For Management
Compensation Committee
7.3 Appoint Robert M. Hernandez as Member For For Management
of the Compensation Committee
7.4 Appoint Robert W. Scully as Member of For For Management
the Compensation Committee
7.5 Appoint James M. Zimmerman as Member For For Management
of the Compensation Committee
8 Designate Homburger AG as Independent For For Management
Proxy
9 Approve Qualified Employee Stock For For Management
Purchase Plan
10.1 Approve the Increase in Maximum For For Management
Aggregate Remuneration of Directors
10.2 Approve Remuneration of Executive For For Management
Management in the Amount of USD 41
Million for Fiscal 2018
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Advisory Vote on Say on Pay Frequency One Year One Year Management
13 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: DEC 12, 2016 Meeting Type: Annual
Record Date: OCT 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Carol A. Bartz For For Management
1b Elect Director M. Michele Burns For For Management
1c Elect Director Michael D. Capellas For For Management
1d Elect Director John T. Chambers For For Management
1e Elect Director Amy L. Chang For For Management
1f Elect Director John L. Hennessy For For Management
1g Elect Director Kristina M. Johnson For For Management
1h Elect Director Roderick C. McGeary For For Management
1i Elect Director Charles H. Robbins For For Management
1j Elect Director Arun Sarin For For Management
1k Elect Director Steven M. West For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Report on Lobbying Payments and Policy Against Against Shareholder
5 Report on Arab and non-Arab Employees Against Against Shareholder
using EEO-1 Categories
6 Establish Board Committee on Against Against Shareholder
Operations in Israeli Settlements
--------------------------------------------------------------------------------
COACH, INC.
Ticker: COH Security ID: 189754104
Meeting Date: NOV 10, 2016 Meeting Type: Annual
Record Date: SEP 12, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Election Director David Denton For For Management
1b Election Director Andrea Guerra For For Management
1c Election Director Susan Kropf For For Management
1d Election Director Annabelle Yu Long For For Management
1e Election Director Victor Luis For For Management
1f Election Director Ivan Menezes For For Management
1g Election Director William Nuti For For Management
1h Election Director Stephanie Tilenius For For Management
1i Election Director Jide Zeitlin For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Amend Qualified Employee Stock For For Management
Purchase Plan
6 Create Feasibility Plan for Net-Zero Against Against Shareholder
GHG Emissions
--------------------------------------------------------------------------------
COMERICA INCORPORATED
Ticker: CMA Security ID: 200340107
Meeting Date: APR 25, 2017 Meeting Type: Annual
Record Date: FEB 24, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ralph W. Babb, Jr. For For Management
1.2 Elect Director Michael E. Collins For For Management
1.3 Elect Director Roger A. Cregg For For Management
1.4 Elect Director T. Kevin DeNicola For For Management
1.5 Elect Director Jacqueline P. Kane For For Management
1.6 Elect Director Richard G. Lindner For For Management
1.7 Elect Director Alfred A. Piergallini For For Management
1.8 Elect Director Robert S. Taubman For For Management
1.9 Elect Director Reginald M. Turner, Jr. For For Management
1.10 Elect Director Nina G. Vaca For For Management
1.11 Elect Director Michael G. Van de Ven For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
CROWN CASTLE INTERNATIONAL CORP.
Ticker: CCI Security ID: 22822V101
Meeting Date: MAY 18, 2017 Meeting Type: Annual
Record Date: MAR 27, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director P. Robert Bartolo For For Management
1b Elect Director Jay A. Brown For For Management
1c Elect Director Cindy Christy For For Management
1d Elect Director Ari Q. Fitzgerald For For Management
1e Elect Director Robert E. Garrison, II For For Management
1f Elect Director Lee W. Hogan For For Management
1g Elect Director Edward C. Hutcheson, Jr. For For Management
1h Elect Director J. Landis Martin For For Management
1i Elect Director Robert F. McKenzie For For Management
1j Elect Director Anthony J. Melone For For Management
1k Elect Director W. Benjamin Moreland For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Adopt Proxy Access Right Against For Shareholder
--------------------------------------------------------------------------------
CUMMINS INC.
Ticker: CMI Security ID: 231021106
Meeting Date: MAY 09, 2017 Meeting Type: Annual
Record Date: MAR 07, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director N. Thomas Linebarger For For Management
2 Elect Director Robert J. Bernhard For Against Management
3 Elect Director Franklin R. Chang Diaz For Against Management
4 Elect Director Bruno V. Di Leo Allen For Against Management
5 Elect Director Stephen B. Dobbs For Against Management
6 Elect Director Robert K. Herdman For Against Management
7 Elect Director Alexis M. Herman For Against Management
8 Elect Director Thomas J. Lynch For Against Management
9 Elect Director William I. Miller For Against Management
10 Elect Director Georgia R. Nelson For Against Management
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Advisory Vote on Say on Pay Frequency One Year One Year Management
13 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
14 Amend Omnibus Stock Plan For For Management
15 Provide Proxy Access Right For For Management
16 Amend Proxy Access Right Against Against Shareholder
--------------------------------------------------------------------------------
DEERE & COMPANY
Ticker: DE Security ID: 244199105
Meeting Date: FEB 22, 2017 Meeting Type: Annual
Record Date: DEC 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Samuel R. Allen For For Management
1b Elect Director Crandall C. Bowles For For Management
1c Elect Director Vance D. Coffman For For Management
1d Elect Director Alan C. Heuberger For For Management
1e Elect Director Dipak C. Jain For For Management
1f Elect Director Michael O. Johanns For For Management
1g Elect Director Clayton M. Jones For For Management
1h Elect Director Brian M. Krzanich For For Management
1i Elect Director Gregory R. Page For For Management
1j Elect Director Sherry M. Smith For For Management
1k Elect Director Dmitri L. Stockton For For Management
1l Elect Director Sheila G. Talton For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
DISCOVER FINANCIAL SERVICES
Ticker: DFS Security ID: 254709108
Meeting Date: MAY 11, 2017 Meeting Type: Annual
Record Date: MAR 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Aronin For For Management
1.2 Elect Director Mary K. Bush For For Management
1.3 Elect Director Gregory C. Case For For Management
1.4 Elect Director Candace H. Duncan For For Management
1.5 Elect Director Joseph F. Eazor For For Management
1.6 Elect Director Cynthia A. Glassman For For Management
1.7 Elect Director Richard H. Lenny For For Management
1.8 Elect Director Thomas G. Maheras For For Management
1.9 Elect Director Michael H. Moskow For For Management
1.10 Elect Director David W. Nelms For For Management
1.11 Elect Director Mark A. Thierer For For Management
1.12 Elect Director Lawrence A. Weinbach For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
DISH NETWORK CORPORATION
Ticker: DISH Security ID: 25470M109
Meeting Date: MAY 01, 2017 Meeting Type: Annual
Record Date: MAR 15, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director George R. Brokaw For For Management
1.2 Elect Director James DeFranco For For Management
1.3 Elect Director Cantey M. Ergen For Withhold Management
1.4 Elect Director Charles W. Ergen For Withhold Management
1.5 Elect Director Steven R. Goodbarn For For Management
1.6 Elect Director Charles M. Lillis For For Management
1.7 Elect Director Afshin Mohebbi For For Management
1.8 Elect Director David K. Moskowitz For Withhold Management
1.9 Elect Director Tom A. Ortolf For For Management
1.10 Elect Director Carl E. Vogel For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency Three One Year Management
Years
--------------------------------------------------------------------------------
EXXON MOBIL CORPORATION
Ticker: XOM Security ID: 30231G102
Meeting Date: MAY 31, 2017 Meeting Type: Annual
Record Date: APR 06, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Susan K. Avery For For Management
1.2 Elect Director Michael J. Boskin For For Management
1.3 Elect Director Angela F. Braly For For Management
1.4 Elect Director Ursula M. Burns For For Management
1.5 Elect Director Henrietta H. Fore For For Management
1.6 Elect Director Kenneth C. Frazier For For Management
1.7 Elect Director Douglas R. Oberhelman For For Management
1.8 Elect Director Samuel J. Palmisano For For Management
1.9 Elect Director Steven S. Reinemund For For Management
1.10 Elect Director William C. Weldon For For Management
1.11 Elect Director Darren W. Woods For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chairman Against Against Shareholder
6 Require a Majority Vote for the Against For Shareholder
Election of Directors
7 Amend Bylaws -- Call Special Meetings Against Against Shareholder
8 Amend Bylaws to Prohibit Precatory Against Against Shareholder
Proposals
9 Disclose Percentage of Females at Each Against Against Shareholder
Percentile of Compensation
10 Report on Lobbying Payments and Policy Against Against Shareholder
11 Increase Return of Capital to Against Against Shareholder
Shareholders in Light of Climate
Change Risks
12 Report on Climate Change Policies Against Against Shareholder
13 Report on Methane Emissions Against Against Shareholder
--------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION
Ticker: GD Security ID: 369550108
Meeting Date: MAY 03, 2017 Meeting Type: Annual
Record Date: MAR 06, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nicholas D. Chabraja For For Management
1b Elect Director James S. Crown For For Management
1c Elect Director Rudy F. deLeon For For Management
1d Elect Director John M. Keane For For Management
1e Elect Director Lester L. Lyles For For Management
1f Elect Director Mark M. Malcolm For For Management
1g Elect Director Phebe N. Novakovic For For Management
1h Elect Director William A. Osborn For For Management
1i Elect Director Catherine B. Reynolds For For Management
1j Elect Director Laura J. Schumacher For For Management
1k Elect Director Peter A. Wall For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
HEWLETT PACKARD ENTERPRISE COMPANY
Ticker: HPE Security ID: 42824C109
Meeting Date: MAR 22, 2017 Meeting Type: Annual
Record Date: JAN 23, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Daniel Ammann For For Management
1b Elect Director Marc L. Andreessen For For Management
1c Elect Director Michael J. Angelakis For For Management
1d Elect Director Leslie A. Brun For For Management
1e Elect Director Pamela L. Carter For For Management
1f Elect Director Klaus Kleinfeld For For Management
1g Elect Director Raymond J. Lane For For Management
1h Elect Director Ann M. Livermore For For Management
1i Elect Director Raymond E. Ozzie For For Management
1j Elect Director Gary M. Reiner For For Management
1k Elect Director Patricia F. Russo For For Management
1l Elect Director Lip-Bu Tan For For Management
1m Elect Director Margaret C. Whitman For For Management
1n Elect Director Mary Agnes Wilderotter For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
J.B. HUNT TRANSPORT SERVICES, INC.
Ticker: JBHT Security ID: 445658107
Meeting Date: APR 20, 2017 Meeting Type: Annual
Record Date: FEB 14, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Douglas G. Duncan For For Management
1.2 Elect Director Francesca M. Edwardson For For Management
1.3 Elect Director Wayne Garrison For For Management
1.4 Elect Director Sharilyn S. Gasaway For For Management
1.5 Elect Director Gary C. George For For Management
1.6 Elect Director J. Bryan Hunt, Jr. For For Management
1.7 Elect Director Coleman H. Peterson For For Management
1.8 Elect Director John N. Roberts, III For For Management
1.9 Elect Director James L. Robo For For Management
1.10 Elect Director Kirk Thompson For For Management
2 Amend Omnibus Stock Plan For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Ratify Ernst & Young LLP as Auditors For For Management
6 Report on Political Contributions Against Against Shareholder
--------------------------------------------------------------------------------
JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 16, 2017 Meeting Type: Annual
Record Date: MAR 17, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director James A. Bell For For Management
1c Elect Director Crandall C. Bowles For For Management
1d Elect Director Stephen B. Burke For For Management
1e Elect Director Todd A. Combs For For Management
1f Elect Director James S. Crown For For Management
1g Elect Director James Dimon For For Management
1h Elect Director Timothy P. Flynn For For Management
1i Elect Director Laban P. Jackson, Jr. For For Management
1j Elect Director Michael A. Neal For For Management
1k Elect Director Lee R. Raymond For For Management
1l Elect Director William C. Weldon For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chairman Against Against Shareholder
6 Prohibit Accelerated Vesting of Awards Against Against Shareholder
to Pursue Government Service
7 Clawback Amendment Against Against Shareholder
8 Report on Gender Pay Gap Against Against Shareholder
9 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
10 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call a Special Meeting
--------------------------------------------------------------------------------
KEYCORP
Ticker: KEY Security ID: 493267108
Meeting Date: MAY 18, 2017 Meeting Type: Annual
Record Date: MAR 24, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Austin A. Adams For For Management
1.2 Elect Director Bruce D. Broussard For For Management
1.3 Elect Director Charles P. Cooley For For Management
1.4 Elect Director Gary M. Crosby For For Management
1.5 Elect Director Alexander M. Cutler For For Management
1.6 Elect Director H. James Dallas For For Management
1.7 Elect Director Elizabeth R. Gile For For Management
1.8 Elect Director Ruth Ann M. Gillis For For Management
1.9 Elect Director William G. Gisel, Jr. For For Management
1.10 Elect Director Carlton L. Highsmith For For Management
1.11 Elect Director Richard J. Hipple For For Management
1.12 Elect Director Kristen L. Manos For For Management
1.13 Elect Director Beth E. Mooney For For Management
1.14 Elect Director Demos Parneros For For Management
1.15 Elect Director Barbara R. Snyder For For Management
1.16 Elect Director David K. Wilson For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
L3 TECHNOLOGIES INC.
Ticker: LLL Security ID: 502413107
Meeting Date: MAY 09, 2017 Meeting Type: Annual
Record Date: MAR 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Claude R. Canizares For For Management
1b Elect Director Thomas A. Corcoran For For Management
1c Elect Director Ann E. Dunwoody For For Management
1d Elect Director Lewis Kramer For For Management
1e Elect Director Robert B. Millard For For Management
1f Elect Director Lloyd W. Newton For For Management
1g Elect Director Vincent Pagano, Jr. For For Management
1h Elect Director H. Hugh Shelton For For Management
1i Elect Director Arthur L. Simon For For Management
1j Elect Director Michael T. Strianese For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Eliminate Supermajority Vote For For Management
Requirement
4 Amend Executive Incentive Bonus Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
LAM RESEARCH CORPORATION
Ticker: LRCX Security ID: 512807108
Meeting Date: NOV 09, 2016 Meeting Type: Annual
Record Date: SEP 13, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Martin B. Anstice For For Management
1.2 Elect Director Eric K. Brandt For For Management
1.3 Elect Director Michael R. Cannon For For Management
1.4 Elect Director Youssef A. El-Mansy For For Management
1.5 Elect Director Christine A. Heckart For For Management
1.6 Elect Director Catherine P. Lego For For Management
1.7 Elect Director Stephen G. Newberry For For Management
1.8 Elect Director Abhijit Y. Talwalkar For For Management
1.9 Elect Director Lih Shyng (Rick L.) Tsai For For Management
2.10 Elect Director John T. Dickson - None None Management
Withdrawn Resolution
2.11 Elect Director Gary B. Moore - None None Management
Withdrawn Resolution
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
MEDTRONIC PLC
Ticker: MDT Security ID: G5960L103
Meeting Date: DEC 09, 2016 Meeting Type: Annual
Record Date: OCT 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard H. Anderson For For Management
1b Elect Director Craig Arnold For For Management
1c Elect Director Scott C. Donnelly For For Management
1d Elect Director Randall J. Hogan, III For For Management
1e Elect Director Omar Ishrak For For Management
1f Elect Director Shirley Ann Jackson For For Management
1g Elect Director Michael O. Leavitt For For Management
1h Elect Director James T. Lenehan For For Management
1i Elect Director Elizabeth G. Nabel For For Management
1j Elect Director Denise M. O'Leary For For Management
1k Elect Director Kendall J. Powell For For Management
1l Elect Director Robert C. Pozen For For Management
1m Elect Director Preetha Reddy For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Proxy Access Right For For Management
5a Amend Articles of Association For For Management
5b Amend Memorandum of Association For For Management
6 Amend Articles to Clarify the Board's For For Management
Sole Authority to Determine its Size
Within the Fixed Limits
--------------------------------------------------------------------------------
MERCK & CO., INC.
Ticker: MRK Security ID: 58933Y105
Meeting Date: MAY 23, 2017 Meeting Type: Annual
Record Date: MAR 27, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Leslie A. Brun For For Management
1b Elect Director Thomas R. Cech For For Management
1c Elect Director Pamela J. Craig For For Management
1d Elect Director Kenneth C. Frazier For For Management
1e Elect Director Thomas H. Glocer For For Management
1f Elect Director Rochelle B. Lazarus For For Management
1g Elect Director John H. Noseworthy For For Management
1h Elect Director Carlos E. Represas For For Management
1i Elect Director Paul B. Rothman For For Management
1j Elect Director Patricia F. Russo For For Management
1k Elect Director Craig B. Thompson For For Management
1l Elect Director Wendell P. Weeks For For Management
1m Elect Director Peter C. Wendell For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Require Independent Board Chairman Against Against Shareholder
6 Adopt Holy Land Principles Against Against Shareholder
7 Report on Risks of Doing Business in Against Against Shareholder
Conflict-Affected Areas
8 Report on Board Oversight of Product Against Against Shareholder
Safety and Quality
--------------------------------------------------------------------------------
MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 30, 2016 Meeting Type: Annual
Record Date: SEP 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates, lll For For Management
1.2 Elect Director Teri L. List-Stoll For For Management
1.3 Elect Director G. Mason Morfit For For Management
1.4 Elect Director Satya Nadella For For Management
1.5 Elect Director Charles H. Noski For For Management
1.6 Elect Director Helmut Panke For For Management
1.7 Elect Director Sandra E. Peterson For For Management
1.8 Elect Director Charles W. Scharf For For Management
1.9 Elect Director John W. Stanton For For Management
1.10 Elect Director John W. Thompson For For Management
1.11 Elect Director Padmasree Warrior For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
4 Amend Right to Call Special Meeting For For Management
5 Amend Omnibus Stock Plan For For Management
6 Proxy Access Against Against Shareholder
--------------------------------------------------------------------------------
MID-AMERICA APARTMENT COMMUNITIES, INC.
Ticker: MAA Security ID: 59522J103
Meeting Date: MAY 23, 2017 Meeting Type: Annual
Record Date: MAR 17, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director H. Eric Bolton, Jr. For For Management
1b Elect Director Russell R. French For For Management
1c Elect Director Alan B. Graf, Jr. For For Management
1d Elect Director Toni Jennings For For Management
1e Elect Director James K. Lowder For For Management
1f Elect Director Thomas H. Lowder For For Management
1g Elect Director Monica McGurk For For Management
1h Elect Director Claude B. Nielsen For For Management
1i Elect Director Philip W. Norwood For For Management
1j Elect Director W. Reid Sanders For For Management
1k Elect Director Gary Shorb For For Management
1l Elect Director David P. Stockert For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
NEXTERA ENERGY, INC.
Ticker: NEE Security ID: 65339F101
Meeting Date: MAY 18, 2017 Meeting Type: Annual
Record Date: MAR 23, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sherry S. Barrat For For Management
1b Elect Director James L. Camaren For For Management
1c Elect Director Kenneth B. Dunn For For Management
1d Elect Director Naren K. Gursahaney For For Management
1e Elect Director Kirk S. Hachigian For For Management
1f Elect Director Toni Jennings For For Management
1g Elect Director Amy B. Lane For For Management
1h Elect Director James L. Robo For For Management
1i Elect Director Rudy E. Schupp For For Management
1j Elect Director John L. Skolds For For Management
1k Elect Director William H. Swanson For For Management
1l Elect Director Hansel E. Tookes, II For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Approve Non-Employee Director For For Management
Restricted Stock Plan
6 Report on Political Contributions Against Against Shareholder
--------------------------------------------------------------------------------
NUCOR CORPORATION
Ticker: NUE Security ID: 670346105
Meeting Date: MAY 11, 2017 Meeting Type: Annual
Record Date: MAR 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Patrick J. Dempsey For For Management
1.2 Elect Director John J. Ferriola For For Management
1.3 Elect Director Gregory J. Hayes For For Management
1.4 Elect Director Victoria F. Haynes For For Management
1.5 Elect Director Bernard L. Kasriel For For Management
1.6 Elect Director Christopher J. Kearney For For Management
1.7 Elect Director Laurette T. Koellner For For Management
1.8 Elect Director John H. Walker For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency Three One Year Management
Years
5 Report on Lobbying Payments and Policy Against Against Shareholder
6 Adopt Quantitative Compnay-Wide GHG Against Against Shareholder
Goals
--------------------------------------------------------------------------------
ORACLE CORPORATION
Ticker: ORCL Security ID: 68389X105
Meeting Date: NOV 16, 2016 Meeting Type: Annual
Record Date: SEP 19, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Berg For For Management
1.2 Elect Director H. Raymond Bingham For Withhold Management
1.3 Elect Director Michael J. Boskin For For Management
1.4 Elect Director Safra A. Catz For For Management
1.5 Elect Director Bruce R. Chizen For Withhold Management
1.6 Elect Director George H. Conrades For For Management
1.7 Elect Director Lawrence J. Ellison For Withhold Management
1.8 Elect Director Hector Garcia-Molina For For Management
1.9 Elect Director Jeffrey O. Henley For For Management
1.10 Elect Director Mark V. Hurd For For Management
1.11 Elect Director Renee J. James For For Management
1.12 Elect Director Leon E. Panetta For For Management
1.13 Elect Director Naomi O. Seligman For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Report on Lobbying Payments and Policy Against Against Shareholder
--------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 27, 2017 Meeting Type: Annual
Record Date: FEB 28, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis A. Ausiello For For Management
1.2 Elect Director Ronald E. Blaylock For For Management
1.3 Elect Director W. Don Cornwell For For Management
1.4 Elect Director Joseph J. Echevarria For For Management
1.5 Elect Director Frances D. Fergusson For For Management
1.6 Elect Director Helen H. Hobbs For For Management
1.7 Elect Director James M. Kilts For For Management
1.8 Elect Director Shantanu Narayen For For Management
1.9 Elect Director Suzanne Nora Johnson For For Management
1.10 Elect Director Ian C. Read For For Management
1.11 Elect Director Stephen W. Sanger For For Management
1.12 Elect Director James C. Smith For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Adopt Holy Land Principles Against Against Shareholder
6 Amend Bylaws - Call Special Meetings Against Against Shareholder
7 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
PG&E CORPORATION
Ticker: PCG Security ID: 69331C108
Meeting Date: MAY 30, 2017 Meeting Type: Annual
Record Date: MAR 31, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lewis Chew For For Management
1.2 Elect Director Anthony F. Earley, Jr. For For Management
1.3 Elect Director Fred J. Fowler For For Management
1.4 Elect Director Jeh C. Johnson For For Management
1.5 Elect Director Richard C. Kelly For For Management
1.6 Elect Director Roger H. Kimmel For For Management
1.7 Elect Director Richard A. Meserve For For Management
1.8 Elect Director Forrest E. Miller For For Management
1.9 Elect Director Eric D. Mullins For For Management
1.10 Elect Director Rosendo G. Parra For For Management
1.11 Elect Director Barbara L. Rambo For For Management
1.12 Elect Director Anne Shen Smith For For Management
1.13 Elect Director Geisha J. Williams For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Cease Charitable Contributions Against Against Shareholder
--------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 03, 2017 Meeting Type: Annual
Record Date: MAR 10, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Harold Brown For For Management
1.2 Elect Director Andre Calantzopoulos For For Management
1.3 Elect Director Louis C. Camilleri For For Management
1.4 Elect Director Massimo Ferragamo For For Management
1.5 Elect Director Werner Geissler For For Management
1.6 Elect Director Jennifer Li For For Management
1.7 Elect Director Jun Makihara For For Management
1.8 Elect Director Sergio Marchionne For For Management
1.9 Elect Director Kalpana Morparia For For Management
1.10 Elect Director Lucio A. Noto For For Management
1.11 Elect Director Frederik Paulsen For For Management
1.12 Elect Director Robert B. Polet For For Management
1.13 Elect Director Stephen M. Wolf For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Approve Restricted Stock Plan For For Management
5 Approve Non-Employee Director For For Management
Restricted Stock Plan
6 Ratify PricewaterhouseCoopers SA as For For Management
Auditors
7 Establish a Board Committee on Human Against Against Shareholder
Rights
8 Participate in OECD Mediation for Against Against Shareholder
Human Rights Violations
--------------------------------------------------------------------------------
ROPER TECHNOLOGIES, INC.
Ticker: ROP Security ID: 776696106
Meeting Date: JUN 08, 2017 Meeting Type: Annual
Record Date: APR 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Amy Woods Brinkley For For Management
1.2 Elect Director John F. Fort, III For For Management
1.3 Elect Director Brian D. Jellison For For Management
1.4 Elect Director Robert D. Johnson For For Management
1.5 Elect Director Robert E. Knowling, Jr. For For Management
1.6 Elect Director Wilbur J. Prezzano For For Management
1.7 Elect Director Laura G. Thatcher For For Management
1.8 Elect Director Richard F. Wallman For For Management
1.9 Elect Director Christopher Wright For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC
Ticker: RDSA Security ID: 780259206
Meeting Date: MAY 23, 2017 Meeting Type: Annual
Record Date: APR 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Policy For For Management
3 Approve Remuneration Report For For Management
4 Elect Catherine Hughes as Director For For Management
5 Elect Roberto Setubal as Director For For Management
6 Re-elect Ben van Beurden as Director For For Management
7 Re-elect Guy Elliott as Director For For Management
8 Re-elect Euleen Goh as Director For For Management
9 Re-elect Charles Holliday as Director For For Management
10 Re-elect Gerard Kleisterlee as Director For For Management
11 Re-elect Sir Nigel Sheinwald as For For Management
Director
12 Re-elect Linda Stuntz as Director For For Management
13 Elect Jessica Uhl as Director For For Management
14 Re-elect Hans Wijers as Director For For Management
15 Re-elect Gerrit Zalm as Director For For Management
16 Reappoint Ernst & Young LLP as Auditors For For Management
17 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
18 Authorise Issue of Equity with For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Request Shell to Set and Publish Against Against Shareholder
Targets for Reducing Greenhouse Gas
(GHG) Emissions
--------------------------------------------------------------------------------
SCHLUMBERGER LIMITED
Ticker: SLB Security ID: 806857108
Meeting Date: APR 05, 2017 Meeting Type: Annual
Record Date: FEB 15, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Peter L.S. Currie For For Management
1b Elect Director Miguel M. Galuccio For For Management
1c Elect Director V. Maureen Kempston For For Management
Darkes
1d Elect Director Paal Kibsgaard For For Management
1e Elect Director Nikolay Kudryavtsev For For Management
1f Elect Director Helge Lund For For Management
1g Elect Director Michael E. Marks For For Management
1h Elect Director Indra K. Nooyi For For Management
1i Elect Director Lubna S. Olayan For For Management
1j Elect Director Leo Rafael Reif For For Management
1k Elect Director Tore I. Sandvold For For Management
1l Elect Director Henri Seydoux For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Adopt and Approve Financials and For For Management
Dividends
5 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
6 Approve Omnibus Stock Plan For For Management
7 Amend Employee Stock Purchase Plan For For Management
--------------------------------------------------------------------------------
SHIRE PLC
Ticker: SHP Security ID: 82481R106
Meeting Date: APR 25, 2017 Meeting Type: Annual
Record Date: MAR 23, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Re-elect Dominic Blakemore as Director For For Management
4 Re-elect Olivier Bohuon as Director For For Management
5 Re-elect William Burns as Director For For Management
6 Elect Ian Clark as Director For For Management
7 Elect Gail Fosler as Director For For Management
8 Re-elect Steven Gillis as Director For For Management
9 Re-elect David Ginsburg as Director For For Management
10 Re-elect Susan Kilsby as Director For For Management
11 Re-elect Sara Mathew as Director For For Management
12 Re-elect Anne Minto as Director For For Management
13 Re-elect Flemming Ornskov as Director For For Management
14 Re-elect Jeffrey Poulton as Director For For Management
15 Elect Albert Stroucken as Director For For Management
16 Reappoint Deloitte LLP as Auditors For For Management
17 Authorise the Audit, Compliance & Risk For For Management
Committee to Fix Remuneration of
Auditors
18 Authorise Issue of Equity with For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
21 Authorise Market Purchase of Ordinary For For Management
Shares
22 Adopt New Articles of Association For For Management
23 Authorise the Company to Call General For For Management
Meeting with Two Weeks' Notice
--------------------------------------------------------------------------------
STARBUCKS CORPORATION
Ticker: SBUX Security ID: 855244109
Meeting Date: MAR 22, 2017 Meeting Type: Annual
Record Date: JAN 12, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Howard Schultz For For Management
1b Elect Director William W. Bradley For For Management
1c Elect Director Rosalind Brewer For For Management
1d Elect Director Mary N. Dillon For For Management
1e Elect Director Robert M. Gates For For Management
1f Elect Director Mellody Hobson For For Management
1g Elect Director Kevin R. Johnson For For Management
1h Elect Director Jorgen Vig Knudstorp For For Management
1i Elect Director Satya Nadella For For Management
1j Elect Director Joshua Cooper Ramo For For Management
1k Elect Director Clara Shih For For Management
1l Elect Director Javier G. Teruel For For Management
1m Elect Director Myron E. Ullman, III For For Management
1n Elect Director Craig E. Weatherup For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Amend Proxy Access Right Against Against Shareholder
--------------------------------------------------------------------------------
THE COCA-COLA COMPANY
Ticker: KO Security ID: 191216100
Meeting Date: APR 26, 2017 Meeting Type: Annual
Record Date: FEB 27, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Herbert A. Allen For For Management
1.2 Elect Director Ronald W. Allen For For Management
1.3 Elect Director Marc Bolland For For Management
1.4 Elect Director Ana Botin For For Management
1.5 Elect Director Richard M. Daley For For Management
1.6 Elect Director Barry Diller For For Management
1.7 Elect Director Helene D. Gayle For For Management
1.8 Elect Director Alexis M. Herman For For Management
1.9 Elect Director Muhtar Kent For For Management
1.10 Elect Director Robert A. Kotick For For Management
1.11 Elect Director Maria Elena Lagomasino For For Management
1.12 Elect Director Sam Nunn For For Management
1.13 Elect Director James Quincey For For Management
1.14 Elect Director David B. Weinberg For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Report on Human Rights Review on Against Against Shareholder
High-Risk Regions
--------------------------------------------------------------------------------
THE DOW CHEMICAL COMPANY
Ticker: DOW Security ID: 260543103
Meeting Date: JUL 20, 2016 Meeting Type: Special
Record Date: JUN 02, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
3 Advisory Vote on Golden Parachutes For For Management
--------------------------------------------------------------------------------
THE DOW CHEMICAL COMPANY
Ticker: DOW Security ID: 260543103
Meeting Date: MAY 11, 2017 Meeting Type: Annual
Record Date: MAR 15, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ajay Banga For For Management
1b Elect Director Jacqueline K. Barton For For Management
1c Elect Director James A. Bell For For Management
1d Elect Director Richard K. Davis For For Management
1e Elect Director Jeff M. Fettig For For Management
1f Elect Director Andrew N. Liveris For For Management
1g Elect Director Mark Loughridge For For Management
1h Elect Director Raymond J. Milchovich For For Management
1i Elect Director Robert S. (Steve) Miller For For Management
1j Elect Director Paul Polman For For Management
1k Elect Director Dennis H. Reilley For For Management
1l Elect Director James M. Ringler For For Management
1m Elect Director Ruth G. Shaw For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
THE HARTFORD FINANCIAL SERVICES GROUP, INC.
Ticker: HIG Security ID: 416515104
Meeting Date: MAY 17, 2017 Meeting Type: Annual
Record Date: MAR 20, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert B. Allardice, III For For Management
1b Elect Director Trevor Fetter For For Management
1c Elect Director Kathryn A. Mikells For For Management
1d Elect Director Michael G. Morris For For Management
1e Elect Director Thomas A. Renyi For For Management
1f Elect Director Julie G. Richardson For For Management
1g Elect Director Teresa Wynn Roseborough For For Management
1h Elect Director Virginia P. Ruesterholz For For Management
1i Elect Director Charles B. Strauss For For Management
1j Elect Director Christopher J. Swift For For Management
1k Elect Director H. Patrick Swygert For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
THE KRAFT HEINZ COMPANY
Ticker: KHC Security ID: 500754106
Meeting Date: APR 19, 2017 Meeting Type: Annual
Record Date: FEB 21, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory E. Abel For For Management
1b Elect Director Alexandre Behring For For Management
1c Elect Director Warren E. Buffett For For Management
1d Elect Director John T. Cahill For For Management
1e Elect Director Tracy Britt Cool For For Management
1f Elect Director Feroz Dewan For For Management
1g Elect Director Jeanne P. Jackson For For Management
1h Elect Director Jorge Paulo Lemann For For Management
1i Elect Director Mackey J. McDonald For For Management
1j Elect Director John C. Pope For For Management
1k Elect Director Marcel Herrmann Telles For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Report on Sustainability Against Against Shareholder
5 Assess Environmental Impact of Against Against Shareholder
Non-Recyclable Packaging
6 Report on Supply Chain Impact on Against Against Shareholder
Deforestation
--------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 05, 2017 Meeting Type: Annual
Record Date: APR 11, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William C. Ballard, Jr. For For Management
1b Elect Director Richard T. Burke For For Management
1c Elect Director Timothy P. Flynn For For Management
1d Elect Director Stephen J. Hemsley For For Management
1e Elect Director Michele J. Hooper For For Management
1f Elect Director Rodger A. Lawson For For Management
1g Elect Director Glenn M. Renwick For For Management
1h Elect Director Kenneth I. Shine For For Management
1i Elect Director Gail R. Wilensky For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Report on Lobbying Payments and Policy Against Against Shareholder
--------------------------------------------------------------------------------
WAL-MART STORES, INC.
Ticker: WMT Security ID: 931142103
Meeting Date: JUN 02, 2017 Meeting Type: Annual
Record Date: APR 07, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James I. Cash, Jr. For For Management
1b Elect Director Timothy P. Flynn For For Management
1c Elect Director Carla A. Harris For For Management
1d Elect Director Thomas W. Horton For For Management
1e Elect Director Marissa A. Mayer For For Management
1f Elect Director C. Douglas McMillon For For Management
1g Elect Director Gregory B. Penner For For Management
1h Elect Director Steven S Reinemund For For Management
1i Elect Director Kevin Y. Systrom For For Management
1j Elect Director S. Robson Walton For For Management
1k Elect Director Steuart L. Walton For For Management
2 Advisory Vote on Say on Pay Frequency One Year One Year Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Require Independent Board Chairman Against Against Shareholder
6 Provide Proxy Access Right Against For Shareholder
7 Require Independent Director Nominee Against Against Shareholder
with Environmental Experience
--------------------------------------------------------------------------------
ZOETIS INC.
Ticker: ZTS Security ID: 98978V103
Meeting Date: MAY 11, 2017 Meeting Type: Annual
Record Date: MAR 17, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gregory Norden For For Management
1.2 Elect Director Louise M. Parent For For Management
1.3 Elect Director Robert W. Scully For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
========== END N-PX 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.
VOYA VARIABLE FUNDS
By: /s/ Shaun P. Mathews
-------------------------------------
Shaun P. Mathews
President and Chief Executive Officer
Date: August 25, 2017