================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM N-PX ----------------- ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-05262 ----------------- MFS SERIES TRUST VIII (Exact name of registrant as specified in charter) ----------------- 111 Huntington Avenue, Boston, Massachusetts 02199 (Address of principal executive offices) (Zip code) ----------------- Christopher R. Bohane Massachusetts Financial Services Company 111 Huntington Avenue Boston, Massachusetts 02199 (Name and address of agents for service) Registrant's telephone number, including area code: (617) 954-5000 ----------------- Date of fiscal year end: October 31 Date of reporting period: July 1, 2016 - June 30, 2017 ================================================================================ ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05262 Reporting Period: 07/01/2016 - 06/30/2017 MFS Series Trust VIII ============================ MFS Global Growth Fund ============================ ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 28, 2017 Meeting Type: Annual Record Date: MAR 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Alpern For For Management 1.2 Elect Director Roxanne S. Austin For For Management 1.3 Elect Director Sally E. Blount For For Management 1.4 Elect Director Edward M. Liddy For For Management 1.5 Elect Director Nancy McKinstry For For Management 1.6 Elect Director Phebe N. Novakovic For For Management 1.7 Elect Director William A. Osborn For For Management 1.8 Elect Director Samuel C. Scott, III For For Management 1.9 Elect Director Daniel J. Starks For For Management 1.10 Elect Director Glenn F. Tilton For Withhold Management 1.11 Elect Director Miles D. White 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 Approve Omnibus Stock Plan For Against Management 6 Amend Nonqualified Employee Stock For For Management Purchase Plan 7 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: FEB 10, 2017 Meeting Type: Annual Record Date: DEC 12, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jaime Ardila For For Management 1b Elect Director Charles H. Giancarlo For For Management 1c Elect Director Herbert Hainer For For Management 1d Elect Director William L. Kimsey For For Management 1e Elect Director Marjorie Magner For For Management 1f Elect Director Nancy McKinstry For For Management 1g Elect Director Pierre Nanterme For For Management 1h Elect Director Gilles C. Pelisson For For Management 1i Elect Director Paula A. Price For For Management 1j Elect Director Arun Sarin For For Management 1k Elect Director Frank K. Tang 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 KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights 6 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights 7 Determine the Price Range at which For For Management Accenture Plc can Re-issue Shares that it Acquires as Treasury Stock -------------------------------------------------------------------------------- ADANI PORTS AND SPECIAL ECONOMIC ZONE LTD. Ticker: ADANIPORTS Security ID: Y00130107 Meeting Date: JUN 27, 2017 Meeting Type: Court Record Date: MAY 18, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement For For Management -------------------------------------------------------------------------------- AENA S.A. Ticker: AENA Security ID: E526K0106 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: APR 20, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Standalone Financial Statements For For Management 2 Approve Consolidated Financial For For Management Statements 3 Approve Allocation of Income and For For Management Dividends 4 Approve Discharge of Board For For Management 5.1 Ratify Appointment of and Elect For For Management Francisco Javier Martin Ramiro as Director 5.2 Elect Maria Jesus Romero de Avila For For Management Torrijos as Director 5.3 Elect Alicia Segovia Marco as Director For For Management 6 Authorize Issuance of Non-Convertible For For Management Bonds/Debentures and/or Other Debt Securities up to EUR 5 Billion 7 Amend Articles Re: Company Name, For For Management Corporate Purpose, Nationality, Registered Office, Fiscal Year, Annual Statements, Reserves and Distribution of Profits 8 Change Company Name to Aena SME SA For For Management 9 Advisory Vote on Remuneration Report For For Management 10 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- ALIBABA GROUP HOLDING LIMITED Ticker: BABA Security ID: 01609W102 Meeting Date: OCT 13, 2016 Meeting Type: Annual Record Date: AUG 19, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Daniel Yong Zhang as Director For For Management 1.2 Elect Chee Hwa Tung as Director For For Management 1.3 Elect Jerry Yang as Director For For Management 1.4 Elect Wan Ling Martello as Director For For Management 1.5 Elect Eric Xiandong Jing as Director For For Management 2 Ratify PricewaterhouseCoopers as For For Management Auditors -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 07, 2017 Meeting Type: Annual Record Date: APR 19, 2017 # Proposal Mgt Rec Vote 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 Roger W. Ferguson, Jr. For For Management 1.6 Elect Director Diane B. Greene For For Management 1.7 Elect Director John L. Hennessy For For Management 1.8 Elect Director Ann Mather For For Management 1.9 Elect Director Alan R. Mulally For For Management 1.10 Elect Director Paul S. Otellini For For Management 1.11 Elect Director K. Ram Shriram For For Management 1.12 Elect Director Shirley M. Tilghman For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay Frequency Three One Year Management Years 6 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 7 Report on Lobbying Payments and Policy Against For Shareholder 8 Report on Political Contributions Against For Shareholder 9 Report on Gender Pay Gap Against For Shareholder 10 Report on Charitable Contributions Against Against Shareholder 11 Adopt Holy Land Principles Against Against Shareholder 12 Report on Fake News Against Against Shareholder -------------------------------------------------------------------------------- AMBEV S.A. Ticker: ABEV3 Security ID: 02319V103 Meeting Date: APR 28, 2017 Meeting Type: Annual/Special Record Date: APR 07, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2016 2 Approve Allocation of Income and For For Management Ratify Distribution of Dividends and Interest-on-Capital-Stock Payments 3.1 Fix Number of Directors For For Management 3.2 Elect Directors For Abstain Management 4a Elect Fiscal Council Members and For Abstain Management Alternates 4b Elect Paulo Assuncao de Sousa as None For Shareholder Fiscal Council Member and Vinicius Balbino Bouhid as Alternate Appointed by Minority Shareholder 5.1 Approve Remuneration of Company's For For Management Management 5.2 Approve Remuneration of Fiscal Council For For Management Members 1 Approve Agreement to Absorb Cachoeiras For For Management de Macacu Bebidas Ltda. (Cachoeiras de Macacu) 2 Ratify APSIS Consultoria e Avaliacoes For For Management Ltda. as the Independent Firm to Appraise Proposed Transaction 3 Approve Independent Firm's Appraisal For For Management 4 Approve Absorption of Cachoeiras de For For Management Macacu Bebidas Ltda. (Cachoeiras de Macacu) 5 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- AMPHENOL CORPORATION Ticker: APH Security ID: 032095101 Meeting Date: MAY 18, 2017 Meeting Type: Annual Record Date: MAR 20, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald P. Badie For For Management 1.2 Elect Director Stanley L. Clark For For Management 1.3 Elect Director David P. Falck For For Management 1.4 Elect Director Edward G. Jepsen For For Management 1.5 Elect Director Martin H. Loeffler For For Management 1.6 Elect Director John R. Lord For For Management 1.7 Elect Director R. Adam Norwitt For For Management 1.8 Elect Director Diana G. Reardon 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 Stock Option Plan For Against Management -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0408V102 Meeting Date: JUN 23, 2017 Meeting Type: Annual Record Date: APR 25, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lester B. Knight For For Management 1.2 Elect Director Gregory C. Case For For Management 1.3 Elect Director Jin-Yong Cai For For Management 1.4 Elect Director Fulvio Conti For For Management 1.5 Elect Director Cheryl A. Francis For For Management 1.6 Elect Director J. Michael Losh For For Management 1.7 Elect Director Robert S. Morrison For For Management 1.8 Elect Director Richard B. Myers For For Management 1.9 Elect Director Richard C. Notebaert For For Management 1.10 Elect Director Gloria Santona For For Management 1.11 Elect Director Carolyn Y. Woo 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 Remuneration Policy For For Management 5 Advisory Vote to Ratify Directors' For For Management Remuneration Report 6 Accept Financial Statements and For For Management Statutory Reports 7 Ratify Ernst & Young LLP as Aon's For For Management Auditors 8 Ratify Ernst & Young LLP as Aon's U.K. For For Management Statutory Auditor 9 Authorize Board to Fix Remuneration of For For Management Auditors 10 Authorise Shares for Market Purchase For For Management 11 Issue of Equity or Equity-Linked For For Management Securities with Pre-emptive Rights 12 Issue of Equity or Equity-Linked For For Management Securities without Pre-emptive Rights 13 Approve Political Donations For For Management -------------------------------------------------------------------------------- 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 Against Shareholder 8 Engage Outside Independent Experts for Against Against Shareholder Compensation Reforms 9 Adopt Share Retention Policy For Against Against Shareholder Senior Executives -------------------------------------------------------------------------------- AUTOZONE, INC. Ticker: AZO Security ID: 053332102 Meeting Date: DEC 14, 2016 Meeting Type: Annual Record Date: OCT 17, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Douglas H. Brooks For For Management 1.2 Elect Director Linda A. Goodspeed For For Management 1.3 Elect Director Sue E. Gove For For Management 1.4 Elect Director Earl G. Graves, Jr. For For Management 1.5 Elect Director Enderson Guimaraes For For Management 1.6 Elect Director J. R. Hyde, III For For Management 1.7 Elect Director D. Bryan Jordan For For Management 1.8 Elect Director W. Andrew McKenna For For Management 1.9 Elect Director George R. Mrkonic, Jr. For For Management 1.10 Elect Director Luis P. Nieto For For Management 1.11 Elect Director William C. Rhodes, III For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Nonqualified Employee Stock For For Management Purchase Plan 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- BRENNTAG AG Ticker: BNR Security ID: D12459117 Meeting Date: JUN 08, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2016 (Non-Voting) 2 Approve Allocation of Income and For For Management Dividends of EUR 1.05 per Share 3 Approve Discharge of Management Board For For Management for Fiscal 2016 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2016 5 Ratify PricewaterhouseCoopers GmbH as For For Management Auditors for Fiscal 2017 6.1 Elect Wijnand Donkers to the For For Management Supervisory Board 6.2 Elect Ulrich Harnacke to the For For Management Supervisory Board 7 Change Location of Registered Office For For Management to Essen, Germany 8 Amend Articles Re: Chairman of General For For Management Meeting -------------------------------------------------------------------------------- BURBERRY GROUP PLC Ticker: BRBY Security ID: G1700D105 Meeting Date: JUL 14, 2016 Meeting Type: Annual Record Date: JUL 12, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Re-elect Sir John Peace as Director For For Management 5 Re-elect Fabiola Arredondo as Director For For Management 6 Re-elect Philip Bowman as Director For For Management 7 Re-elect Ian Carter as Director For For Management 8 Re-elect Jeremy Darroch as Director For For Management 9 Re-elect Stephanie George as Director For For Management 10 Re-elect Matthew Key as Director For For Management 11 Re-elect Dame Carolyn McCall as For For Management Director 12 Re-elect Christopher Bailey as Director For For Management 13 Re-elect Carol Fairweather as Director For For Management 14 Re-elect John Smith as Director For For Management 15 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Authorise EU Political Donations and For For Management Expenditure 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 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- CARLSBERG Ticker: CARL B Security ID: K36628137 Meeting Date: MAR 30, 2017 Meeting Type: Annual Record Date: MAR 23, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board None None Management 2 Accept Financial Statements and For For Management Statutory Reports; Approve Remuneration of Directors; Approve Discharge of Management and Board 3 Approve Allocation of Income and For For Management Dividends of DKK 10 Per Share 4a Approve Guidelines for Incentive-Based For For Management Compensation for Executive Management and Board 4b Approve Remuneration of Directors in For Against Management the Amount of DKK 1.85 Million for Chairman, DKK 618,000 for Vice Chair, and DKK 412,000 for Other Directors; Approve Remuneration for Committee Work 4c Amend Articles Re: Company For For Management Announcements in English Only 4d Amend Articles Re: Abolish the Use of For For Management the Danish Business Authority's IT System for Convening and Announcing Annual General Meetings 5a Reelect Flemming Besenbacher as For For Management Director 5b Reelect Lars Rebien Sorensen as For For Management Director 5c Reelect Richard Burrows as Director For For Management 5d Reelect Donna Cordner as Director For For Management 5e Reelect Cornelius Job van der Graaf as For For Management Director 5f Reelect Carl Bache as Director For For Management 5g Reelect Soren-Peter Fuchs Olesen For For Management 5h Reelect Nina Smith as Director For For Management 5i Reelect Lars Stemmerik as Director For For Management 5j Elect Nancy Cruickshank as New Director For For Management 6 Ratify PricewaterhouseCoopers as For For Management Auditors -------------------------------------------------------------------------------- CHR.HANSEN HOLDINGS A/S Ticker: CHR Security ID: K1830B107 Meeting Date: NOV 29, 2016 Meeting Type: Annual Record Date: NOV 22, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board None None Management 2 Accept Financial Statements and For For Management Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of DKK 5.23 Per Share 4 Approve Remuneration of Directors in For For Management the Amount of DKK 1.2 Million for Chairman, DKK 800,000 for Vice Chairman, and DKK 400,000 for Other Directors; Approve Remuneration for Committee Work 5a Amend Articles Re: Change For For Management Computershare A/S as New Shareholder Register 5b Amend Articles Re: Editorial Changes For For Management 6a Reelect Ole Andersen (Chairman) as For For Management Director 6b1 Reelect Frederic Stevenin as Director For For Management 6b2 Reelect Mark Wilson as Director For For Management 6b3 Reelect Dominique Reiniche as Director For For Management 6b4 Reelect Tiina Mattila-Sandholm as For For Management Director 6b5 Reelect Kristian Villumsen as Director For For Management 6b6 Elect Luis Cantarell Rocamora as For For Management Director 7 Ratify PricewaterhouseCoopers as For For Management Auditors 8 Authorize Editorial Changes to Adopted For For Management Resolutions in Connection with Registration with Danish Authorities -------------------------------------------------------------------------------- COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION Ticker: CTSH Security ID: 192446102 Meeting Date: JUN 06, 2017 Meeting Type: Annual Record Date: APR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Zein Abdalla For For Management 1b Elect Director Betsy S. Atkins For For Management 1c Elect Director Maureen Breakiron-Evans For For Management 1d Elect Director Jonathan Chadwick For For Management 1e Elect Director John M. Dineen For For Management 1f Elect Director Francisco D'Souza For For Management 1g Elect Director John N. Fox, Jr. For For Management 1h Elect Director John E. Klein For For Management 1i Elect Director Leo S. Mackay, Jr. For For Management 1j Elect Director Michael Patsalos-Fox For For Management 1k Elect Director Robert E. Weissman 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 Omnibus Stock Plan For For Management 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Eliminate Supermajority Vote For For Shareholder Requirement 7 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- COLFAX CORPORATION Ticker: CFX Security ID: 194014106 Meeting Date: MAY 18, 2017 Meeting Type: Annual Record Date: MAR 22, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mitchell P. Rales For For Management 1b Elect Director Matthew L. Trerotola For For Management 1c Elect Director Patrick W. Allender For For Management 1d Elect Director Thomas S. Gayner For Against Management 1e Elect Director Rhonda L. Jordan For For Management 1f Elect Director San W. Orr, III For For Management 1g Elect Director A. Clayton Perfall For For Management 1h Elect Director Rajiv Vinnakota For For Management 1i Elect Director Sharon Wienbar 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 -------------------------------------------------------------------------------- COLGATE-PALMOLIVE COMPANY Ticker: CL Security ID: 194162103 Meeting Date: MAY 12, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Charles A. Bancroft For For Management 1b Elect Director John P. Bilbrey For For Management 1c Elect Director John T. Cahill For For Management 1d Elect Director Ian Cook For For Management 1e Elect Director Helene D. Gayle For For Management 1f Elect Director Ellen M. Hancock For For Management 1g Elect Director C. Martin Harris For For Management 1h Elect Director Lorrie M. Norrington For For Management 1i Elect Director Michael B. Polk For For Management 1j Elect Director Stephen I. Sadove 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 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- COMPAGNIE FINANCIERE RICHEMONT SA Ticker: CFR Security ID: H25662182 Meeting Date: SEP 14, 2016 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of CHF 1.70 per Registered A Share and CHF 0.17 per Registered B Share 3 Approve Discharge of Board of Directors For For Management 4.1 Reelect Johann Rupert as Director and For Against Management Board Chairman 4.2 Reelect Yves-Andre Istel as Director For For Management 4.3 Reelect Josua Malherbe as Director For Against Management 4.4 Reelect Jean-Blaise Eckert as Director For Against Management 4.5 Reelect Bernard Fornas as Director For Against Management 4.6 Reelect Richard Lepeu as Director For Against Management 4.7 Reelect Ruggero Magnoni as Director For Against Management 4.8 Reelect Simon Murray as Director For For Management 4.9 Reelect Guillaume Pictet as Director For For Management 4.10 Reelect Norbert Platt as Director For Against Management 4.11 Reelect Alan Quasha as Director For For Management 4.12 Reelect Maria Ramos as Director For For Management 4.13 Reelect Lord Renwick of Clifton as For For Management Director 4.14 Reelect Jan Rupert as Director For Against Management 4.15 Reelect Gary Saage as Director For Against Management 4.16 Reelect Jurgen Schrempp as Director For Against Management 4.17 Reelect The Duke of Wellington as For For Management Director 4.18 Elect Jeff Moss as Director For For Management 4.19 Elect Cyrille Vigneron as Director For Against Management 5.1 Appoint Lord Renwick of Clifton as For For Management Member of the Compensation Committee 5.2 Appoint Yves Andre Istel as Member of For For Management the Compensation Committee 5.3 Appoint The Duke of Wellington as For For Management Member of the Compensation Committee 6 Ratify PricewaterhouseCoopers as For For Management Auditor 7 Designate Francoise Demierre Morand For For Management Independent Proxy 8.1 Approve Maximum Remuneration of Board For For Management of Directors in the Amount of CHF 7.4 Million 8.2 Approve Maximum Fixed Remuneration of For For Management Senior Executive Committee in the Amount of CHF 9.9 Million 8.3 Approve Maximum Variable Remuneration For For Management of Senior Executive Committee in the Amount of CHF 16.4 Million 9 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- COMPASS GROUP PLC Ticker: CPG Security ID: G23296190 Meeting Date: FEB 02, 2017 Meeting Type: Annual Record Date: JAN 31, 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 Approve Final Dividend For For Management 4 Elect Stefan Bomhard as Director For For Management 5 Re-elect Dominic Blakemore as Director For For Management 6 Re-elect Richard Cousins as Director For For Management 7 Re-elect Gary Green as Director For For Management 8 Re-elect Johnny Thomson as Director For For Management 9 Re-elect Carol Arrowsmith as Director For For Management 10 Re-elect John Bason as Director For For Management 11 Re-elect Don Robert as Director For For Management 12 Re-elect Nelson Silva as Director For For Management 13 Re-elect Ireena Vittal as Director For For Management 14 Re-elect Paul Walsh as Director For For Management 15 Reappoint KPMG LLP as Auditors For For Management 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Approve Increase in the Limit on the For For Management Aggregate Remuneration of the Non-Executive Directors 18 Authorise Political Donations and For For Management Expenditure 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Capital Investment 22 Authorise Market Purchase of Ordinary For For Management Shares 23 Authorise the Company to Call General For For Management Meeting with 14 Working Days' Notice -------------------------------------------------------------------------------- COMPASS GROUP PLC Ticker: CPG Security ID: G23296190 Meeting Date: JUN 07, 2017 Meeting Type: Special Record Date: JUN 05, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Shareholder Return by Way of For For Management Special Dividend with Share Consolidation 2 Authorise Issue of Equity with For For Management Pre-emptive Rights 3 Authorise Issue of Equity without For For Management Pre-emptive Rights 4 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 5 Authorise Market Purchase of New For For Management Ordinary Shares -------------------------------------------------------------------------------- CREDICORP LTD. Ticker: BAP Security ID: G2519Y108 Meeting Date: MAR 31, 2017 Meeting Type: Annual Record Date: FEB 08, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Present 2016 Annual Report None None Management 2 Approve Audited Consolidated Financial For For Management Statements of Credicorp and its Subsidiaries for FY 2016, Including External Auditors' Report 3.1 Elect Dionisio Romero Paoletti as For For Management Director 3.2 Elect Raimundo Morales Dasso as For For Management Director 3.3 Elect Juan Carlos Verme Giannoni as For For Management Director 3.4 Elect Benedicto Ciguenas Guevara as For For Management Director 3.5 Elect Patricia Lizarraga Guthertz as For For Management Director 3.6 Elect Fernando Fort Marie as Director For For Management 3.7 Elect Martin Perez Monteverde as For For Management Director 3.8 Elect Luis Enrique Romero as Director For For Management 4 Approve Remuneration of Directors For For Management 5 Ratify PricewaterhouseCoopers as For For Management Auditor and Authorize Board to Fix Their Remuneration -------------------------------------------------------------------------------- CRODA INTERNATIONAL PLC Ticker: CRDA Security ID: G25536148 Meeting Date: APR 26, 2017 Meeting Type: Annual Record Date: APR 24, 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 Approve Final Dividend For For Management 5 Re-elect Alan Ferguson as Director For For Management 6 Re-elect Steve Foots as Director For For Management 7 Re-elect Anita Frew as Director For For Management 8 Re-elect Helena Ganczakowski as For For Management Director 9 Re-elect Keith Layden as Director For For Management 10 Re-elect Jez Maiden as Director For For Management 11 Re-elect Nigel Turner as Director For For Management 12 Re-elect Steve Williams as Director For For Management 13 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 14 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 15 Authorise EU Political Donations and For For Management Expenditure 16 Authorise Issue of Equity with For For Management Pre-emptive Rights 17 Authorise Issue of Equity without For For Management Pre-emptive Rights 18 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 19 Authorise Market Purchase of Ordinary For For Management Shares 20 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- CVS HEALTH CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAY 10, 2017 Meeting Type: Annual Record Date: MAR 14, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard M. Bracken For For Management 1b Elect Director C. David Brown, II For For Management 1c Elect Director Alecia A. DeCoudreaux For For Management 1d Elect Director Nancy-Ann M. DeParle For For Management 1e Elect Director David W. Dorman For For Management 1f Elect Director Anne M. Finucane For Against Management 1g Elect Director Larry J. Merlo For For Management 1h Elect Director Jean-Pierre Millon For For Management 1i Elect Director Mary L. Schapiro For For Management 1j Elect Director Richard J. Swift For For Management 1k Elect Director William C. Weldon For For Management 1l Elect Director Tony L. White 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 Approve Omnibus Stock Plan For For Management 6 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 7 Report on Pay Disparity Against Against Shareholder 8 Adopt Quantitative Renewable Energy Against Against Shareholder Goals -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 09, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Ehrlich For For Management 1.2 Elect Director Linda Hefner Filler For For Management 1.3 Elect Director Robert J. Hugin For For Management 1.4 Elect Director Thomas P. Joyce, Jr. For For Management 1.5 Elect Director Teri List-Stoll For For Management 1.6 Elect Director Walter G. Lohr, Jr. For For Management 1.7 Elect Director Mitchell P. Rales For For Management 1.8 Elect Director Steven M. Rales For For Management 1.9 Elect Director John T. Schwieters For For Management 1.10 Elect Director Alan G. Spoon For For Management 1.11 Elect Director Raymond C. Stevens For For Management 1.12 Elect Director Elias A. Zerhouni For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 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 7 Report on Goals to Reduce Greenhouse Against Against Shareholder Gas Emissions -------------------------------------------------------------------------------- DANONE Ticker: BN Security ID: F12033134 Meeting Date: APR 27, 2017 Meeting Type: Annual/Special Record Date: APR 24, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.70 per Share 4 Approve Stock Dividend Program For For Management 5 Reelect Gaelle Olivier as Director For For Management 6 Reelect Isabelle Seillier as Director For For Management 7 Reelect Jean-Michel Severino as For For Management Director 8 Reelect Lionel Zinsou-Derlin as For For Management Director 9 Elect Gregg L. Engles as Director For For Management 10 Approve Transaction with J.P. Morgan For For Management 11 Non-Binding Vote on Compensation of For For Management Franck Riboud, Chairman 12 Non-Binding Vote on Compensation of For For Management Emmanuel Faber, CEO 13 Approve Remuneration Policy of Chairman For For Management 14 Approve Remuneration Policy of For For Management Executive Officers 15 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 16 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 57 Million 17 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights with Binding Priority Right up to Aggregate Nominal Amount of EUR 16 Million 18 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 19 Authorize Capital Increase of Up to For For Management EUR 16 Million for Future Exchange Offers 20 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 21 Authorize Capitalization of Reserves For For Management of Up to EUR 41 Million for Bonus Issue or Increase in Par Value 22 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 23 Authorize up to 0.2 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 24 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 25 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- DASSAULT SYSTEMES Ticker: DSY Security ID: F2457H472 Meeting Date: MAY 23, 2017 Meeting Type: Annual/Special Record Date: MAY 18, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.53 per Share 4 Approve Stock Dividend Program (Cash For For Management or New Shares) 5 Acknowledge Auditors' Special Report For For Management on Related-Party Transactions Mentioning the Absence of New Transactions 6 Approve Remuneration Policy of For For Management Chairman of the Board 7 Approve Remuneration Policy of Vice For Against Management Chairman of the Board and CEO 8 Non-Binding Vote on Compensation of For For Management Charles Edelstenne, Chairman of the Board 9 Non-Binding Vote on Compensation of For For Management Bernard Charles, Vice Chairman of the Board and CEO 10 Reelect Odile Desforges as Director For For Management 11 Ratify Appointment of Catherine For Against Management Dassault as Director 12 Elect Soumitra Dutta as Director For For Management 13 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 500,000 14 Renew Appointment of For For Management PricewarterhouseCoopers Audit as Auditor 15 Authorize Repurchase of Up to 25 For Against Management Million Shares 16 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 17 Authorize Issuance of Equity or For Against Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 12 Million 18 Authorize Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 12 Million 19 Approve Issuance of Equity or For Against Management Equity-Linked Securities for Private Placements up to Aggregate Nominal Amount of EUR 12 Million 20 Authorize Capitalization of Reserves For Against Management of Up to EUR 12 Million for Bonus Issue or Increase in Par Value 21 Authorize Capital Increase of up to 10 For Against Management Percent of Issued Capital for Contributions in Kind 22 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 23 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DGE Security ID: G42089113 Meeting Date: SEP 21, 2016 Meeting Type: Annual Record Date: SEP 19, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Re-elect Peggy Bruzelius as Director For For Management 5 Re-elect Lord Davies of Abersoch as For For Management Director 6 Re-elect Ho KwonPing as Director For For Management 7 Re-elect Betsy Holden as Director For For Management 8 Re-elect Dr Franz Humer as Director For For Management 9 Re-elect Nicola Mendelsohn as Director For For Management 10 Re-elect Ivan Menezes as Director For For Management 11 Re-elect Philip Scott as Director For For Management 12 Re-elect Alan Stewart as Director For For Management 13 Elect Javier Ferran as Director For For Management 14 Elect Kathryn Mikells as Director For For Management 15 Elect Emma Walmsley as Director For For Management 16 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 17 Authorise Board to Fix Remuneration of For For Management 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 Authorise EU Political Donations and For For Management Expenditure -------------------------------------------------------------------------------- DOLLARAMA INC. Ticker: DOL Security ID: 25675T107 Meeting Date: JUN 07, 2017 Meeting Type: Annual Record Date: APR 19, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joshua Bekenstein For For Management 1.2 Elect Director Gregory David For For Management 1.3 Elect Director Elisa D. Garcia C. For For Management 1.4 Elect Director Stephen Gunn For For Management 1.5 Elect Director Nicholas Nomicos For For Management 1.6 Elect Director Larry Rossy For For Management 1.7 Elect Director Neil Rossy For For Management 1.8 Elect Director Richard Roy For For Management 1.9 Elect Director Huw Thomas For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Approve Advance Notice Requirement For For Management 4 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- ECOLAB INC. Ticker: ECL Security ID: 278865100 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAR 07, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Douglas M. Baker, Jr. For For Management 1b Elect Director Barbara J. Beck For For Management 1c Elect Director Leslie S. Biller For For Management 1d Elect Director Carl M. Casale For For Management 1e Elect Director Stephen I. Chazen For For Management 1f Elect Director Jeffrey M. Ettinger For For Management 1g Elect Director Arthur J. Higgins For For Management 1h Elect Director Michael Larson For For Management 1i Elect Director David W. MacLennan For For Management 1j Elect Director Tracy B. McKibben For For Management 1k Elect Director Victoria J. Reich For For Management 1l Elect Director Suzanne M. Vautrinot For For Management 1m Elect Director John J. Zillmer 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 -------------------------------------------------------------------------------- ELI LILLY AND COMPANY Ticker: LLY Security ID: 532457108 Meeting Date: MAY 01, 2017 Meeting Type: Annual Record Date: FEB 24, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Eskew For For Management 1b Elect Director William G. Kaelin, Jr. For For Management 1c Elect Director John C. Lechleiter For For Management 1d Elect Director David A. Ricks For For Management 1e Elect Director Marschall S. Runge 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 5 Amend Deferred Compensation Plan For For Management 6 Report on Lobbying Payments and Policy Against For Shareholder -------------------------------------------------------------------------------- EMC CORPORATION Ticker: EMC Security ID: 268648102 Meeting Date: JUL 19, 2016 Meeting Type: Special Record Date: MAY 13, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- EQUIFAX INC. Ticker: EFX Security ID: 294429105 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAR 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert D. Daleo For For Management 1b Elect Director Walter W. Driver, Jr. For For Management 1c Elect Director Mark L. Feidler For For Management 1d Elect Director G. Thomas Hough For For Management 1e Elect Director L. Phillip Humann For For Management 1f Elect Director Robert D. Marcus For For Management 1g Elect Director Siri S. Marshall For For Management 1h Elect Director John A. McKinley For For Management 1i Elect Director Richard F. Smith For For Management 1j Elect Director Elane B. Stock For For Management 1k Elect Director Mark B. Templeton 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 5 Report on Political Contributions Against For Shareholder -------------------------------------------------------------------------------- EXPERIAN PLC Ticker: EXPN Security ID: G32655105 Meeting Date: JUL 20, 2016 Meeting Type: Annual Record Date: JUL 18, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Elect Luiz Fleury as Director For For Management 4 Re-elect Brian Cassin as Director For For Management 5 Re-elect Roger Davis as Director For For Management 6 Re-elect Deirdre Mahlan as Director For For Management 7 Re-elect Lloyd Pitchford as Director For For Management 8 Re-elect Don Robert as Director For For Management 9 Re-elect George Rose as Director For For Management 10 Re-elect Paul Walker as Director For For Management 11 Re-elect Kerry Williams as Director For For Management 12 Appoint KPMG LLP as Auditors For For Management 13 Authorise Board to Fix Remuneration of For For Management Auditors 14 Authorise Issue of Equity with For For Management Pre-emptive Rights 15 Authorise Issue of Equity without For For Management Pre-emptive Rights 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise Market Purchase of Ordinary For For Management Shares -------------------------------------------------------------------------------- EXPRESS SCRIPTS HOLDING COMPANY Ticker: ESRX Security ID: 30219G108 Meeting Date: MAY 11, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Maura C. Breen For For Management 1b Elect Director William J. DeLaney For For Management 1c Elect Director Elder Granger For For Management 1d Elect Director Nicholas J. LaHowchic For For Management 1e Elect Director Thomas P. Mac Mahon For For Management 1f Elect Director Frank Mergenthaler For For Management 1g Elect Director Woodrow A. Myers, Jr. For For Management 1h Elect Director Roderick A. Palmore For For Management 1i Elect Director George Paz For For Management 1j Elect Director William L. Roper For For Management 1k Elect Director Seymour Sternberg For For Management 1l Elect Director Timothy Wentworth 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 Report on Gender Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- FASTENAL COMPANY Ticker: FAST Security ID: 311900104 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: FEB 24, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Willard D. Oberton For For Management 1b Elect Director Michael J. Ancius For For Management 1c Elect Director Michael J. Dolan For For Management 1d Elect Director Stephen L. Eastman For For Management 1e Elect Director Daniel L. Florness For For Management 1f Elect Director Rita J. Heise For For Management 1g Elect Director Darren R. Jackson For For Management 1h Elect Director Daniel L. Johnson For For Management 1i Elect Director Scott A. Satterlee For For Management 1j Elect Director Reyne K. Wisecup For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- FIDELITY NATIONAL INFORMATION SERVICES, INC. Ticker: FIS Security ID: 31620M106 Meeting Date: MAY 31, 2017 Meeting Type: Annual Record Date: APR 03, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ellen R. Alemany For For Management 1b Elect Director Thomas M. Hagerty For For Management 1c Elect Director Keith W. Hughes For For Management 1d Elect Director David K. Hunt For For Management 1e Elect Director Stephan A. James For For Management 1f Elect Director Frank R. Martire For For Management 1g Elect Director Leslie M. Muma For For Management 1h Elect Director Gary A. Norcross For For Management 1i Elect Director James B. Stallings, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- FISERV, INC. Ticker: FISV Security ID: 337738108 Meeting Date: MAY 24, 2017 Meeting Type: Annual Record Date: MAR 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alison Davis For For Management 1.2 Elect Director John Y. Kim For For Management 1.3 Elect Director Dennis F. Lynch For For Management 1.4 Elect Director Denis J. O'Leary For For Management 1.5 Elect Director Glenn M. Renwick For For Management 1.6 Elect Director Kim M. Robak For For Management 1.7 Elect Director JD Sherman For For Management 1.8 Elect Director Doyle R. Simons For For Management 1.9 Elect Director Jeffery W. Yabuki 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 -------------------------------------------------------------------------------- FORTIVE CORPORATION Ticker: FTV Security ID: 34959J108 Meeting Date: JUN 06, 2017 Meeting Type: Annual Record Date: APR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Kate Mitchell For For Management 1B Elect Director Israel Ruiz For For Management 2 Ratify Ernst and 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 Declassify the Board of Directors For For Management -------------------------------------------------------------------------------- HDFC BANK LIMITED Ticker: HDFCBANK Security ID: Y3119P174 Meeting Date: JUL 21, 2016 Meeting Type: Annual Record Date: JUL 14, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Dividends For For Management 3 Reelect Keki Misty as Director For For Management 4 Reelect Renu Karnad as Director For Against Management 5 Approve Deloitte Haskins & Sells as For For Management Auditors and Authorize Board to Fix Their Remuneration 6 Appoint Umesh Chandra Sarangi as For For Management Independent Director 7 Approve Related Party Transactions For For Management with Housing Development Finance Corp. Ltd. 8 Approve Related Party Transactions For For Management with HDB Financial Services Ltd. 9 Amend Terms of Appointment of Paresh For For Management Sukthankar, Deputy Managing Director 10 Approve Remuneration of Non-Executive For For Management Directors 11 Increase Authorized Share Capital For For Management 12 Amend Memorandum of Association to For For Management Reflect Changes in Capital 13 Authorize Issuance of Perpetual Debt For For Management Instruments, Tier II Capital Bonds and Senior Long Term Infrastructure Bonds 14 Approve Stock Option Plan Grants For For Management -------------------------------------------------------------------------------- INTERTEK GROUP PLC Ticker: ITRK Security ID: G4911B108 Meeting Date: MAY 26, 2017 Meeting Type: Annual Record Date: MAY 24, 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 Approve Final Dividend For For Management 4 Re-elect Sir David Reid as Director For For Management 5 Re-elect Andre Lacroix as Director For For Management 6 Re-elect Edward Leigh as Director For For Management 7 Re-elect Louise Makin as Director For For Management 8 Elect Andrew Martin as Director For For Management 9 Re-elect Gill Rider as Director For For Management 10 Re-elect Michael Wareing as Director For For Management 11 Re-elect Lena Wilson as Director For For Management 12 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 13 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 14 Authorise Issue of Equity with For For Management Pre-emptive Rights 15 Authorise EU Political Donations and For For Management Expenditure 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 18 Authorise Market Purchase of Ordinary For For Management Shares 19 Authorise the Company to Call General For For Management Meeting with 14 Working Days' Notice 20 Adopt New Articles of Association For For Management -------------------------------------------------------------------------------- JULIUS BAER GRUPPE AG Ticker: BAER Security ID: H4414N103 Meeting Date: APR 12, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 1.2 Approve Remuneration Report For Did Not Vote Management 2 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 1.20 per Share 3 Approve Discharge of Board and Senior For Did Not Vote Management Management 4.1 Approve Maximum Remuneration of Board For Did Not Vote Management of Directors in the Amount of CHF 3.8 Million 4.2.1 Approve Variable Cash-Based For Did Not Vote Management Remuneration of Executive Committee for Fiscal 2016 in the Amount of CHF 6. 1 Million 4.2.2 Approve Variable Share-Based For Did Not Vote Management Remuneration of Executive Committee for Fiscal 2017 in the Amount of CHF 6. 7 Million 4.2.3 Approve Maximum Fixed Remuneration of For Did Not Vote Management Executive Committee for Fiscal 2018 in the Amount of CHF 5.7 Million 5.1.1 Reelect Daniel Sauter as Director For Did Not Vote Management 5.1.2 Reelect Gilbert Achermann as Director For Did Not Vote Management 5.1.3 Reelect Ann Almeida as Director For Did Not Vote Management 5.1.4 Reelect Andreas Amschwand as Director For Did Not Vote Management 5.1.5 Reelect Heinrich Baumann as Director For Did Not Vote Management 5.1.6 Reelect Paul Chow as Director For Did Not Vote Management 5.1.7 Reelect Claire Giraut as Director For Did Not Vote Management 5.1.8 Reelect Gareth Penny as Director For Did Not Vote Management 5.1.9 Reelect Charles Stonehill as Director For Did Not Vote Management 5.2 Elect Ivo Furrer as Director For Did Not Vote Management 5.3 Elect Daniel Sauter as Board Chairman For Did Not Vote Management 5.4.1 Appoint Ann Almeida as Member of the For Did Not Vote Management Compensation Committee 5.4.2 Appoint Gilbert Achermann as Member of For Did Not Vote Management the Compensation Committee 5.4.3 Appoint Heinrich Baumann as Member of For Did Not Vote Management the Compensation Committee 5.4.4 Appoint Gareth Penny as Member of the For Did Not Vote Management Compensation Committee 6 Ratify KPMG AG as Auditors For Did Not Vote Management 7 Designate Marc Nater as Independent For Did Not Vote Management Proxy 8 Transact Other Business (Voting) For Did Not Vote Management -------------------------------------------------------------------------------- KOSE CORP. Ticker: 4922 Security ID: J3622S100 Meeting Date: JUN 29, 2017 Meeting Type: Annual Record Date: MAR 31, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 63 2.1 Elect Director Hanagata, Kazumasa For For Management 2.2 Elect Director Naito, Noboru For For Management 2.3 Elect Director Nagahama, Kiyoto For For Management 2.4 Elect Director Kumada, Atsuo For For Management 2.5 Elect Director Shibusawa, Koichi For For Management 2.6 Elect Director Kobayashi, Masanori For For Management 2.7 Elect Director Yanai, Michihito For For Management 3 Appoint Statutory Auditor Arakane, Kumi For For Management 4 Approve Director Retirement Bonus For Against Management 5 Approve Statutory Auditor Retirement For Against Management Bonus -------------------------------------------------------------------------------- L OREAL Ticker: OR Security ID: F58149133 Meeting Date: APR 20, 2017 Meeting Type: Annual/Special Record Date: APR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 3.30 per Share and an Extra of EUR 0.33 per Share to Long-Term Registered Shares 4 Elect Paul Bulcke as Director For For Management 5 Reelect Francoise Bettencourt Meyers For For Management as Director 6 Reelect Virginie Morgon as Director For For Management 7 Approve Remuneration Policy of For For Management Chairman and CEO 8 Non-Binding Vote on Compensation of For For Management Chairman and CEO 9 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 10 Approve 2-for-1 Stock Split and Amend For For Management Article 6 of Bylaws Accordingly 11 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to a Maximum Nominal Share Capital value of EUR 157,319,607 12 Authorize Capitalization of Reserves For For Management for Bonus Issue or Increase in Par Value 13 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 14 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 15 Amend Article 7 of Bylaws to Comply For For Management with Legal Changes 16 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- LOJAS RENNER Ticker: LREN3 Security ID: P6332C102 Meeting Date: APR 19, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For Did Not Vote Management Statutory Reports for Fiscal Year Ended Dec. 31, 2016 2 Approve Allocation of Income and For Did Not Vote Management Dividends 3 Fix Number of Directors For Did Not Vote Management 4 Elect Directors For Did Not Vote Management 5 Approve Remuneration of Company's For Did Not Vote Management Management 6 Fix Number of Fiscal Council Members For Did Not Vote Management 7 Elect Fiscal Council Members For Did Not Vote Management 8 Approve Remuneration of Fiscal Council For Did Not Vote Management Members -------------------------------------------------------------------------------- LOJAS RENNER Ticker: LREN3 Security ID: P6332C102 Meeting Date: MAY 03, 2017 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Authorize Capitalization of Reserves For Did Not Vote Management 2 Authorize Bonus Issue For Did Not Vote Management 3 Approve Increase in Authorized Capital For Did Not Vote Management 4 Amend Articles 5 and 6 to Reflect For Did Not Vote Management Changes in Share Capital and Authorized Capital -------------------------------------------------------------------------------- LVMH MOET HENNESSY LOUIS VUITTON Ticker: MC Security ID: F58485115 Meeting Date: APR 13, 2017 Meeting Type: Annual/Special Record Date: APR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Auditors' Special Report on For For Management Related-Party Transactions 4 Approve Allocation of Income and For For Management Dividends of EUR 4.00 per Share 5 Reelect Delphine Arnault as Director For For Management 6 Reelect Nicolas Bazire as Director For For Management 7 Reelect Antonio Belloni as Director For For Management 8 Reelect Diego Della Valle as Director For For Management 9 Reelect Marie-Josee Kravis as Director For For Management 10 Reelect Marie-Laure Sauty de Chalon as For For Management Director 11 Appoint Pierre Gode as Censor For Against Management 12 Appoint Albert Frere as Censor For Against Management 13 Renew Appointment of Paolo Bulgari as For Against Management Censor 14 Non-Binding Vote on Compensation of For Against Management Bernard Arnault, CEO and Chairman 15 Non-Binding Vote on Compensation of For Against Management Antonio Belloni, Vice-CEO 16 Approve Remuneration Policy for For For Management Executive Corporate Officers 17 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 18 Authorize Capitalization of Reserves For For Management of Up to EUR 50 Million for Bonus Issue or Increase in Par Value 19 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 20 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 50 Million 21 Authorize Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 50 Million 22 Approve Issuance of Equity or For Against Management Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placements, up to Aggregate Nominal Amount of EUR 50 Million 23 Authorize Board to Set Issue Price for For Against Management 10 Percent Per Year of Issued Capital Pursuant to Issue Authority without Preemptive Rights 24 Authorize Board to Increase Capital in For Against Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 25 Authorize Capital Increase of Up to For Against Management EUR 50 Million for Future Exchange Offers 26 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 27 Authorize up to 1 Percent of Issued For For Management Capital for Use in Stock Option Plans 28 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 29 Set Total Limit for Capital Increase For For Management to Result from Item 19 of the 2016 AGM and All Issuance Requests Above at EUR 50 Million 30 Amend Articles 4 and 23 of Bylaws Re: For Against Management Headquarters, Double Voting Rights, and Powers of the Extraordinary General Meeting 31 Delegate Power to the Board of For Against Management Directors to Amend the Bylaws to Comply with New Regulation -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 27, 2017 Meeting Type: Annual Record Date: APR 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard Haythornthwaite For For Management 1b Elect Director Ajay Banga For For Management 1c Elect Director Silvio Barzi For For Management 1d Elect Director David R. Carlucci For For Management 1e Elect Director Steven J. Freiberg For For Management 1f Elect Director Julius Genachowski For For Management 1g Elect Director Merit E. Janow For For Management 1h Elect Director Nancy J. Karch For For Management 1i Elect Director Oki Matsumoto For For Management 1j Elect Director Rima Qureshi For For Management 1k Elect Director Jose Octavio Reyes For For Management Lagunes 1l Elect Director Jackson Tai 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 Amend Omnibus Stock Plan For For Management 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Report on Gender Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- MEAD JOHNSON NUTRITION COMPANY Ticker: MJN Security ID: 582839106 Meeting Date: MAY 31, 2017 Meeting Type: Special Record Date: APR 13, 2017 # 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 Against Management -------------------------------------------------------------------------------- METTLER-TOLEDO INTERNATIONAL INC. Ticker: MTD Security ID: 592688105 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAR 06, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert F. Spoerry For For Management 1.2 Elect Director Wah-Hui Chu For For Management 1.3 Elect Director Francis A. Contino For For Management 1.4 Elect Director Olivier A. Filliol For For Management 1.5 Elect Director Richard Francis For For Management 1.6 Elect Director Constance L. Harvey For For Management 1.7 Elect Director Michael A. Kelly For For Management 1.8 Elect Director Hans Ulrich Maerki For For Management 1.9 Elect Director Thomas P. Salice 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 -------------------------------------------------------------------------------- MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO Ticker: Security ID: 55291X109 Meeting Date: MAR 23, 2017 Meeting Type: Written Cnsent Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven E. Buller For For Management 1.2 Elect Director John A. Caroselli For For Management 1.3 Elect Director Maureen R. Goldfarb For For Management 1.4 Elect Director David H. Gunning For For Management 1.5 Elect Director Michael Hegarty For For Management 1.6 Elect Director John P. Kavanaugh For For Management 1.7 Elect Director Robert J. Manning For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Maryanne L. Roepke For For Management 1.10 Elect Director Robin A. Stelmach For For Management 1.11 Elect Director Laurie J. Thomsen For For Management -------------------------------------------------------------------------------- MICROCHIP TECHNOLOGY INCORPORATED Ticker: MCHP Security ID: 595017104 Meeting Date: AUG 15, 2016 Meeting Type: Annual Record Date: JUN 21, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steve Sanghi For For Management 1.2 Elect Director Matthew W. Chapman For For Management 1.3 Elect Director L.B. Day For For Management 1.4 Elect Director Esther L. Johnson For For Management 1.5 Elect Director Wade F. Meyercord For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MONSANTO COMPANY Ticker: MON Security ID: 61166W101 Meeting Date: DEC 13, 2016 Meeting Type: Special Record Date: NOV 07, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- MONSANTO COMPANY Ticker: MON Security ID: 61166W101 Meeting Date: JAN 27, 2017 Meeting Type: Annual Record Date: DEC 05, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Dwight M. 'Mitch' Barns For For Management 1b Elect Director Gregory H. Boyce For For Management 1c Elect Director David L. Chicoine For For Management 1d Elect Director Janice L. Fields For For Management 1e Elect Director Hugh Grant For For Management 1f Elect Director Arthur H. Harper For For Management 1g Elect Director Laura K. Ipsen For For Management 1h Elect Director Marcos M. Lutz For For Management 1i Elect Director C. Steven McMillan For For Management 1j Elect Director Jon R. Moeller For For Management 1k Elect Director George H. Poste For For Management 1l Elect Director Robert J. Stevens For For Management 1m Elect Director Patricia Verduin 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 Amend Omnibus Stock Plan For For Management 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Report on Effectiveness and Risks of Against Against Shareholder Glyphosate Use -------------------------------------------------------------------------------- MOODY'S CORPORATION Ticker: MCO Security ID: 615369105 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: FEB 28, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Basil L. Anderson For For Management 1.2 Elect Director Jorge A. Bermudez For For Management 1.3 Elect Director Darrell Duffie For For Management 1.4 Elect Director Kathryn M. Hill For For Management 1.5 Elect Director Ewald Kist For For Management 1.6 Elect Director Raymond W. McDaniel, Jr. For For Management 1.7 Elect Director Henry A. McKinnell, Jr. For For Management 1.8 Elect Director Leslie F. Seidman For For Management 1.9 Elect Director Bruce Van Saun 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 -------------------------------------------------------------------------------- NAVER CORP. Ticker: A035420 Security ID: Y62579100 Meeting Date: MAR 17, 2017 Meeting Type: Annual Record Date: DEC 31, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Allocation of Income 2 Amend Articles of Incorporation For For Management 3.1 Elect Han Seong-sook as Inside Director For For Management 3.2 Elect Byeon Dae-gyu as Non-independent For For Management Non-executive Director 4 Approve Total Remuneration of Inside For For Management Directors and Outside Directors 5 Approve Spin-Off Agreement For For Management -------------------------------------------------------------------------------- NESTLE SA Ticker: NESN Security ID: H57312649 Meeting Date: APR 06, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.30 per Share 4.1a Reelect Paul Bulcke as Director For For Management 4.1b Reelect Andreas Koopmann as Director For For Management 4.1c Reelect Henri de Castries as Director For For Management 4.1d Reelect Beat W. Hess as Director For For Management 4.1e Reelect Renato Fassbind as Director For For Management 4.1f Reelect Steven G. Hoch as Director For For Management 4.1g Reelect Naina Lal Kidwai as Director For For Management 4.1h Reelect Jean-Pierre Roth as Director For For Management 4.1i Reelect Ann M. Veneman as Director For For Management 4.1j Reelect Eva Cheng as Director For For Management 4.1k Reelect Ruth K. Oniang'o as Director For For Management 4.1l Reelect Patrick Aebischer as Director For For Management 4.2a Elect Ulf Mark Schneider as Director For For Management 4.2b Elect Ursula M. Burns as Director For For Management 4.3 Elect Paul Bulcke as Board Chairman For For Management 4.4a Appoint Beat W. Hess as Member of the For For Management Compensation Committee 4.4b Appoint Andreas Koopmann as Member of For For Management the Compensation Committee 4.4c Appoint Jean-Pierre Roth as Member of For For Management the Compensation Committee 4.4d Appoint Patrick Aebischer as Member of For For Management the Compensation Committee 4.5 Ratify KPMG AG as Auditors For For Management 4.6 Designate Hartmann Dreyer as For For Management Independent Proxy 5.1 Approve Remuneration of Directors in For For Management the Amount of CHF 10 Million 5.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 60 Million 6 Transact Other Business (Voting) Against Against Management -------------------------------------------------------------------------------- NIKE, INC. Ticker: NKE Security ID: 654106103 Meeting Date: SEP 22, 2016 Meeting Type: Annual Record Date: JUL 22, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan B. Graf, Jr. For For Management 1.2 Elect Director Michelle A. Peluso For For Management 1.3 Elect Director Phyllis M. Wise For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Qualified Employee Stock For For Management Purchase Plan 4 Report on Political Contributions Against For Shareholder 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- PADDY POWER BETFAIR PLC Ticker: PPB Security ID: G68673113 Meeting Date: MAY 17, 2017 Meeting Type: Annual Record Date: MAY 15, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3 Approve Remuneration Report For For Management 4(a) Re-elect Zillah Byng-Thorne as Director For For Management 4(b) Re-elect Michael Cawley as Director For For Management 4(c) Re-elect Breon Corcoran as Director For For Management 4(d) Re-elect Ian Dyson as Director For For Management 4(e) Re-elect Alex Gersh as Director For For Management 4(f) Re-elect Peter Jackson as Director For For Management 4(g) Re-elect Gary McGann as Director For For Management 4(h) Re-elect Padraig O Riordain as Director For For Management 4(i) Re-elect Peter Rigby as Director For For Management 5 Authorise Board to Fix Remuneration of For For Management Auditors 6 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice 7 Authorise Issue of Equity with For For Management Pre-emptive Rights 8 Authorise Issue of Equity without For For Management Pre-emptive Rights 9 Authorise Market Purchase of Ordinary For For Management Shares 10 Authorise the Company to Determine the For For Management Price Range at which Treasury Shares may be Re-issued Off-Market -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 03, 2017 Meeting Type: Annual Record Date: MAR 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Shona L. Brown For For Management 1b Elect Director George W. Buckley For For Management 1c Elect Director Cesar Conde For For Management 1d Elect Director Ian M. Cook For For Management 1e Elect Director Dina Dublon For For Management 1f Elect Director Rona A. Fairhead For For Management 1g Elect Director Richard W. Fisher For For Management 1h Elect Director William R. Johnson For For Management 1i Elect Director Indra K. Nooyi For For Management 1j Elect Director David C. Page For For Management 1k Elect Director Robert C. Pohlad For For Management 1l Elect Director Daniel Vasella For For Management 1m Elect Director Darren Walker For For Management 1n Elect Director Alberto Weisser 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 Report on Plans to Minimize Against Against Shareholder Pesticides' Impact on Pollinators 6 Adopt Holy Land Principles Against Against Shareholder -------------------------------------------------------------------------------- PERNOD RICARD Ticker: RI Security ID: F72027109 Meeting Date: NOV 17, 2016 Meeting Type: Annual/Special Record Date: NOV 14, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.88 per Share 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Approve Termination Package of For For Management Alexandre Ricard 6 Reelect Alexandre Ricard as Director For For Management 7 Reelect Pierre Pringuet as Director For For Management 8 Reelect Cesar Giron as Director For For Management 9 Reelect Wolfgang Colberg as Director For For Management 10 Ratify Appointment of Anne Lange as For For Management Director 11 Appoint KPMG as Auditor For For Management 12 Appoint Salustro Reydel as Alternate For For Management Auditor 13 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 970,000 14 Advisory Vote on Compensation of CEO, For For Management Alexandre Ricard 15 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 16 Approve Restricted Stock Grants to For For Management Executives Partially Compensating Losses under the Previous Benefit Pension Scheme 17 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 18 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Ticker: PPG Security ID: 693506107 Meeting Date: APR 20, 2017 Meeting Type: Annual Record Date: FEB 17, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Angel For For Management 1.2 Elect Director Hugh Grant For For Management 1.3 Elect Director Melanie L. Healey For For Management 1.4 Elect Director Michele J. Hooper 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 -------------------------------------------------------------------------------- RECKITT BENCKISER GROUP PLC Ticker: RB. Security ID: G74079107 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAY 02, 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 Approve Final Dividend For For Management 4 Re-elect Adrian Bellamy as Director For Abstain Management 5 Re-elect Nicandro Durante as Director For For Management 6 Re-elect Mary Harris as Director For For Management 7 Re-elect Adrian Hennah as Director For For Management 8 Re-elect Kenneth Hydon as Director For Abstain Management 9 Re-elect Rakesh Kapoor as Director For For Management 10 Re-elect Pamela Kirby as Director For For Management 11 Re-elect Andre Lacroix as Director For For Management 12 Re-elect Chris Sinclair as Director For For Management 13 Re-elect Judith Sprieser as Director For For Management 14 Re-elect Warren Tucker as Director For For Management 15 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Authorise EU Political Donations and For For Management Expenditure 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 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- RECKITT BENCKISER GROUP PLC Ticker: RB. Security ID: G74079107 Meeting Date: MAY 31, 2017 Meeting Type: Special Record Date: MAY 26, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of Mead Johnson For For Management Nutrition Company -------------------------------------------------------------------------------- ROLLS-ROYCE HOLDINGS PLC Ticker: RR. Security ID: G76225104 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAY 02, 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 Stephen Daintith as Director For For Management 5 Re-elect Ian Davis as Director For For Management 6 Re-elect Warren East as Director For For Management 7 Re-elect Lewis Booth as Director For For Management 8 Re-elect Ruth Cairnie as Director For For Management 9 Re-elect Sir Frank Chapman as Director For For Management 10 Re-elect Irene Dorner as Director For For Management 11 Re-elect Lee Hsien Yang as Director For For Management 12 Re-elect Bradley Singer as Director For For Management 13 Re-elect Sir Kevin Smith as Director For For Management 14 Re-elect Jasmin Staiblin as Director For For Management 15 Reappoint KPMG LLP as Auditors For For Management 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Approve Payment to Shareholders For For Management 18 Authorise EU Political Donations and For For Management Expenditure 19 Approve Long-Term Incentive Plan For For Management 20 Authorise Issue of Equity with For For Management Pre-emptive Rights 21 Authorise Issue of Equity without For For Management Pre-emptive Rights 22 Authorise Market Purchase of Ordinary For For Management Shares 23 Adopt New Articles of Association For For Management -------------------------------------------------------------------------------- SAMSONITE INTERNATIONAL S.A. Ticker: 1910 Security ID: L80308106 Meeting Date: JUL 26, 2016 Meeting Type: Special Record Date: JUL 21, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement and Related For For Management Transactions -------------------------------------------------------------------------------- SAMSONITE INTERNATIONAL S.A. Ticker: 1910 Security ID: L80308106 Meeting Date: SEP 22, 2016 Meeting Type: Special Record Date: SEP 19, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Resignation of Miguel Kai Kwun For For Management Ko as Director 2 Elect Jerome Squire Griffith as For For Management Director 3 Approve Remuneration of Jerome Squire For For Management Griffith -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: A005930 Security ID: Y74718100 Meeting Date: OCT 27, 2016 Meeting Type: Special Record Date: SEP 28, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Spin-Off Agreement For For Management 2 Elect Lee Jae-yong as Inside Director For For Management -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: A005930 Security ID: Y74718100 Meeting Date: MAR 24, 2017 Meeting Type: Annual Record Date: DEC 31, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Allocation of Income 2 Approve Total Remuneration of Inside For For Management Directors and Outside Directors -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- SIKA AG Ticker: SIK Security ID: H7631K158 Meeting Date: APR 11, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of CHF 102 per Bearer Share and CHF 17 per Registered Share 3.1.1 Approve Discharge of Board Member Urs For Against Management Burkard 3.1.2 Approve Discharge of Board Member For For Management Frits van Dijk 3.1.3 Approve Discharge of Board Member Paul For For Management Haelg 3.1.4 Approve Discharge of Board Member For Against Management Willi Leimer 3.1.5 Approve Discharge of Board Member For For Management Monika Ribar 3.1.6 Approve Discharge of Board Member For For Management Daniel Sauter 3.1.7 Approve Discharge of Board Member For For Management Ulrich Suter 3.1.8 Approve Discharge of Board Member For Against Management Juergen Tinggren 3.1.9 Approve Discharge of Board Member For For Management Christoph Tobler 3.2 Approve Discharge of Senior Management For For Management 4.1.1 Reelect Paul Haelg as Director For For Management 4.1.2 Reelect Urs Burkard as Director For Against Management (Representing Holders of Registered Shares) 4.1.3 Reelect Frits van Dijk as Director For For Management (Representing Holders of Bearer Shares) 4.1.4 Reelect Willi Leimer as Director For Against Management 4.1.5 Reelect Monika Ribar as Director For For Management 4.1.6 Reelect Daniel Sauter as Director For For Management 4.1.7 Reelect Ulrich Suter as Director For For Management 4.1.8 Reelect Juergen Tinggren as Director For Against Management 4.1.9 Reelect Christoph Tobler as Director For For Management 4.2 Reelect Paul Haelg as Board Chairman For For Management 4.3.1 Appoint Frits van Dijk as Member of For For Management the Compensation Committee 4.3.2 Appoint Urs Burkard as Member of the For Against Management Compensation Committee 4.3.3 Appoint Daniel Sauter as Member of the For For Management Compensation Committee 4.4 Ratify Ernst and Young AG as Auditors For For Management 4.5 Designate Jost Windlin as Independent For For Management Proxy 5.1 Approve Remuneration of Board of For For Management Directors in the Amount of CHF 2.87 Million for the Period from the 2015 to 2016 Ordinary General Meetings 5.2 Approve Remuneration of Board of For For Management Directors in the Amount of CHF 2.87 Million for the Period from the 2016 to 2017 Ordinary General Meetings 5.3 Approve Remuneration Report For For Management (Non-Binding) 5.4 Approve Remuneration of Board of For For Management Directors in the Amount of CHF 3 Million for the Period from the 2017 to 2018 Ordinary General Meetings 5.5 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 19 Million 6 Transact Other Business (Voting) Against Against Management -------------------------------------------------------------------------------- SONOVA HOLDING AG Ticker: SOON Security ID: H8024W106 Meeting Date: JUN 13, 2017 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management (Non-Binding) 2 Approve Allocation of Income and For For Management Dividends of CHF 2.30 per Share 3 Approve Discharge of Board and Senior For For Management Management 4.1.1 Reelect Robert Spoerry as Director and For For Management Board Chairman 4.1.2 Reelect Beat Hess as Director For For Management 4.1.3 Elect Lynn Dorsey Bleil as Director For For Management 4.1.4 Reelect Michael Jacobi as Director For For Management 4.1.5 Reelect Stacy Enxing Seng as Director For For Management 4.1.6 Reelect Anssi Vanjoki as Director For For Management 4.1.7 Reelect Roland van der Vis as Director For For Management 4.1.8 Reelect Jinlong Wang as Director For For Management 4.2.1 Appoint Robert Spoerry as Member of For For Management the Compensation Committee 4.2.2 Appoint Beat Hess as Member of the For For Management Compensation Committee 4.2.3 Appoint Stacy Enxing Seng as Member of For For Management the Compensation Committee 4.3 Ratify PricewaterhouseCoopers AG as For For Management Auditors 4.4 Designate Andreas Keller as For For Management Independent Proxy 5.1 Approve Remuneration of Board of For For Management Directors in the Amount of CHF 3 Million 5.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 16.9 Million 6 Approve CHF 4,600 Reduction in Share For For Management Capital via Cancellation of Shares 7 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- SUNDRUG CO. LTD. Ticker: 9989 Security ID: J78089109 Meeting Date: JUN 24, 2017 Meeting Type: Annual Record Date: MAR 31, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 55 2 Elect Director Tada, Takashi For For Management -------------------------------------------------------------------------------- SYMRISE AG Ticker: SY1 Security ID: D827A1108 Meeting Date: MAY 17, 2017 Meeting Type: Annual Record Date: APR 25, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2016 (Non-Voting) 2 Approve Allocation of Income and For For Management Dividends of EUR 0.85 per Share 3 Approve Discharge of Management Board For For Management for Fiscal 2016 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2016 5 Ratify Ernst & Young as Auditors for For For Management Fiscal 2017 6 Approve Issuance of Warrants/Bonds For For Management with Warrants Attached/Convertible Bonds without Preemptive Rights up to Aggregate Nominal Amount of EUR 1.5 Billion; Approve Creation of EUR 20 Million Pool of Conditional Capital to Guarantee Conversion Rights -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD. Ticker: 2330 Security ID: 874039100 Meeting Date: JUN 08, 2017 Meeting Type: Annual Record Date: APR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Approve Business Operations Report and For For Management Financial Statements 1.2 Approve Profit Distribution For For Management 1.3 Amend Articles of Association For For Management 1.4 Amend Procedures Governing the For For Management Acquisition or Disposal of Assets 2.1 Elect Mark Liu with Shareholder No. For For Management 10758 as Non-Independent Director 2.2 Elect C.C. Wei with Shareholder No. For For Management 370885 as Non-Independent Director -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 20, 2017 Meeting Type: Annual Record Date: FEB 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ralph W. Babb, Jr. For For Management 1b Elect Director Mark A. Blinn For For Management 1c Elect Director Todd M. Bluedorn For For Management 1d Elect Director Daniel A. Carp For For Management 1e Elect Director Janet F. Clark For For Management 1f Elect Director Carrie S. Cox For For Management 1g Elect Director Jean M. Hobby For For Management 1h Elect Director Ronald Kirk For For Management 1i Elect Director Pamela H. Patsley For For Management 1j Elect Director Robert E. Sanchez For For Management 1k Elect Director Wayne R. Sanders For For Management 1l Elect Director Richard K. Templeton 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 -------------------------------------------------------------------------------- THE CHARLES SCHWAB CORPORATION Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 16, 2017 Meeting Type: Annual Record Date: MAR 17, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William S. Haraf For For Management 1b Elect Director Frank C. Herringer For For Management 1c Elect Director Stephen T. McLin For For Management 1d Elect Director Roger O. Walther For For Management 1e Elect Director Robert N. Wilson For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Prepare Employment Diversity Report Against For Shareholder and Report on Diversity Policies 7 Adopt Proxy Access Right Against For Shareholder 8 Provide Vote Counting to Exclude Against Against Shareholder Abstentions -------------------------------------------------------------------------------- THE COOPER COMPANIES, INC. Ticker: COO Security ID: 216648402 Meeting Date: MAR 13, 2017 Meeting Type: Annual Record Date: JAN 17, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. Thomas Bender For For Management 1.2 Elect Director Colleen E. Jay For For Management 1.3 Elect Director Michael H. Kalkstein For For Management 1.4 Elect Director William A. Kozy For For Management 1.5 Elect Director Jody S. Lindell For For Management 1.6 Elect Director Gary S. Petersmeyer For For Management 1.7 Elect Director Allan E. Rubenstein For For Management 1.8 Elect Director Robert S. Weiss For For Management 1.9 Elect Director Stanley Zinberg For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- THE SHERWIN-WILLIAMS COMPANY Ticker: SHW Security ID: 824348106 Meeting Date: APR 19, 2017 Meeting Type: Annual Record Date: FEB 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arthur F. Anton For For Management 1.2 Elect Director David F. Hodnik For For Management 1.3 Elect Director Thomas G. Kadien - None None Management Withdrawn 1.4 Elect Director Richard J. Kramer For For Management 1.5 Elect Director Susan J. Kropf For For Management 1.6 Elect Director John G. Morikis For For Management 1.7 Elect Director Christine A. Poon For For Management 1.8 Elect Director John M. Stropki For For Management 1.9 Elect Director Michael H. Thaman For For Management 1.10 Elect Director Matthew Thornton, III For For Management 1.11 Elect Director Steven H. Wunning 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 Amend Executive Incentive Bonus Plan For For Management 5 Amend Omnibus Stock Plan For For Management 6 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- THE TJX COMPANIES, INC. Ticker: TJX Security ID: 872540109 Meeting Date: JUN 06, 2017 Meeting Type: Annual Record Date: APR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Zein Abdalla For For Management 1.2 Elect Director Jose B. Alvarez For For Management 1.3 Elect Director Alan M. Bennett For For Management 1.4 Elect Director David T. Ching For For Management 1.5 Elect Director Ernie Herrman For For Management 1.6 Elect Director Michael F. Hines For For Management 1.7 Elect Director Amy B. Lane For For Management 1.8 Elect Director Carol Meyrowitz For For Management 1.9 Elect Director Jackwyn L. Nemerov For For Management 1.10 Elect Director John F. O'Brien For For Management 1.11 Elect Director Willow B. Shire For For Management 2 Ratify PricewaterhouseCoopers as For For Management Auditors 3 Amend Omnibus Stock Plan For For Management 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 7 Include Diversity as a Performance Against Against Shareholder Metric 8 Report on Pay Disparity Against Against Shareholder 9 Report on Gender, Race, or Ethnicity Against Against Shareholder Pay Gap 10 Report on Net-Zero Greenhouse Gas Against Against Shareholder Emissions -------------------------------------------------------------------------------- THE WALT DISNEY COMPANY Ticker: DIS Security ID: 254687106 Meeting Date: MAR 08, 2017 Meeting Type: Annual Record Date: JAN 09, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Susan E. Arnold For For Management 1b Elect Director John S. Chen For For Management 1c Elect Director Jack Dorsey For For Management 1d Elect Director Robert A. Iger For For Management 1e Elect Director Maria Elena Lagomasino For Against Management 1f Elect Director Fred H. Langhammer For For Management 1g Elect Director Aylwin B. Lewis For For Management 1h Elect Director Robert W. Matschullat For For Management 1i Elect Director Mark G. Parker For For Management 1j Elect Director Sheryl K. Sandberg For For Management 1k Elect Director Orin C. Smith For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Proxy Access Bylaw Amendment Against Against Shareholder -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 17, 2017 Meeting Type: Annual Record Date: MAR 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc N. Casper For For Management 1b Elect Director Nelson J. Chai For For Management 1c Elect Director C. Martin Harris For For Management 1d Elect Director Tyler Jacks For For Management 1e Elect Director Judy C. Lewent For For Management 1f Elect Director Thomas J. Lynch For For Management 1g Elect Director Jim P. Manzi For For Management 1h Elect Director William G. Parrett For For Management 1i Elect Director Lars R. Sorensen For For Management 1j Elect Director Scott M. Sperling For For Management 1k Elect Director Elaine S. Ullian For For Management 1l Elect Director Dion J. Weisler 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 -------------------------------------------------------------------------------- TIME WARNER INC. Ticker: TWX Security ID: 887317303 Meeting Date: FEB 15, 2017 Meeting Type: Special Record Date: JAN 03, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For Against Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- TIME WARNER INC. Ticker: TWX Security ID: 887317303 Meeting Date: JUN 15, 2017 Meeting Type: Annual Record Date: APR 19, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William P. Barr For For Management 1b Elect Director Jeffrey L. Bewkes For For Management 1c Elect Director Robert C. Clark For For Management 1d Elect Director Mathias Dopfner For For Management 1e Elect Director Jessica P. Einhorn For For Management 1f Elect Director Carlos M. Gutierrez For For Management 1g Elect Director Fred Hassan For For Management 1h Elect Director Paul D. Wachter For For Management 1i Elect Director Deborah C. Wright 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 -------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 11, 2017 Meeting Type: Annual Record Date: MAR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Andrew H. Card, Jr. For For Management 1b Elect Director Erroll B. Davis, Jr. For For Management 1c Elect Director David B. Dillon For For Management 1d Elect Director Lance M. Fritz For For Management 1e Elect Director Deborah C. Hopkins For For Management 1f Elect Director Jane H. Lute For For Management 1g Elect Director Michael R. McCarthy For For Management 1h Elect Director Michael W. McConnell For For Management 1i Elect Director Thomas F. McLarty, III For For Management 1j Elect Director Steven R. Rogel For For Management 1k Elect Director Jose H. Villarreal 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 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORPORATION Ticker: UTX Security ID: 913017109 Meeting Date: APR 24, 2017 Meeting Type: Annual Record Date: FEB 28, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd J. Austin, III For For Management 1b Elect Director Diane M. Bryant For For Management 1c Elect Director John V. Faraci For For Management 1d Elect Director Jean-Pierre Garnier For For Management 1e Elect Director Gregory J. Hayes For For Management 1f Elect Director Edward A. Kangas For For Management 1g Elect Director Ellen J. Kullman For For Management 1h Elect Director Marshall O. Larsen For For Management 1i Elect Director Harold McGraw, III For For Management 1j Elect Director Fredric G. Reynolds For For Management 1k Elect Director Brian C. Rogers For For Management 1l Elect Director Christine Todd Whitman 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 -------------------------------------------------------------------------------- VF CORPORATION Ticker: VFC Security ID: 918204108 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: MAR 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard T. Carucci For For Management 1.2 Elect Director Juliana L. Chugg For For Management 1.3 Elect Director Benno Dorer For For Management 1.4 Elect Director Mark S. Hoplamazian For For Management 1.5 Elect Director Robert J. Hurst For For Management 1.6 Elect Director Laura W. Lang For For Management 1.7 Elect Director W. Alan McCollough For For Management 1.8 Elect Director W. Rodney McMullen For For Management 1.9 Elect Director Clarence Otis, Jr. For For Management 1.10 Elect Director Steven E. Rendle For For Management 1.11 Elect Director Carol L. Roberts For For Management 1.12 Elect Director Matthew J. Shattock For For Management 1.13 Elect Director Eric C. Wiseman 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 -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 31, 2017 Meeting Type: Annual Record Date: DEC 02, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd A. Carney For For Management 1b Elect Director Mary B. Cranston For For Management 1c Elect Director Francisco Javier For For Management Fernandez-Carbajal 1d Elect Director Gary A. Hoffman For For Management 1e Elect Director Alfred F. Kelly, Jr. For For Management 1f Elect Director Robert W. Matschullat For For Management 1g Elect Director Suzanne Nora Johnson For For Management 1h Elect Director John A.C. Swainson For For Management 1i Elect Director Maynard G. Webb, Jr. 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 KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- W.W. GRAINGER, INC. Ticker: GWW Security ID: 384802104 Meeting Date: APR 26, 2017 Meeting Type: Annual Record Date: MAR 06, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Rodney C. Adkins For For Management 1.2 Elect Director Brian P. Anderson For For Management 1.3 Elect Director V. Ann Hailey For For Management 1.4 Elect Director Stuart L. Levenick For For Management 1.5 Elect Director D.G. Macpherson For For Management 1.6 Elect Director Neil S. Novich For For Management 1.7 Elect Director Michael J. Roberts For For Management 1.8 Elect Director James T. Ryan For For Management 1.9 Elect Director E. Scott Santi For For Management 1.10 Elect Director James D. Slavik 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 -------------------------------------------------------------------------------- WATERS CORPORATION Ticker: WAT Security ID: 941848103 Meeting Date: MAY 09, 2017 Meeting Type: Annual Record Date: MAR 15, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Berendt For For Management 1.2 Elect Director Douglas A. Berthiaume For For Management 1.3 Elect Director Edward Conard For For Management 1.4 Elect Director Laurie H. Glimcher For For Management 1.5 Elect Director Christopher A. Kuebler For For Management 1.6 Elect Director William J. Miller For For Management 1.7 Elect Director Christopher J. O'Connell For For Management 1.8 Elect Director JoAnn A. Reed For For Management 1.9 Elect Director Thomas P. Salice 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 Amend Omnibus Stock Plan For For Management 6 Adopt Proxy Access Right None For Shareholder -------------------------------------------------------------------------------- WHITBREAD PLC Ticker: WTB Security ID: G9606P197 Meeting Date: JUN 21, 2017 Meeting Type: Annual Record Date: JUN 19, 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 Approve Final Dividend For For Management 5 Elect David Atkins as Director For For Management 6 Elect Adam Crozier as Director For For Management 7 Elect Deanna Oppenheimer as Director For For Management 8 Re-elect Richard Baker as Director For For Management 9 Re-elect Alison Brittain as Director For For Management 10 Re-elect Nicholas Cadbury as Director For For Management 11 Re-elect Sir Ian Cheshire as Director For For Management 12 Re-elect Chris Kennedy as Director For For Management 13 Re-elect Louise Smalley as Director For For Management 14 Re-elect Susan Martin as Director For For Management 15 Reappoint Deloitte LLP as Auditors For For Management 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Authorise EU Political Donations and For For Management Expenditure 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 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- ZIMMER BIOMET HOLDINGS, INC. Ticker: ZBH Security ID: 98956P102 Meeting Date: MAY 12, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Christopher B. Begley For For Management 1b Elect Director Betsy J. Bernard For For Management 1c Elect Director Gail K. Boudreaux For For Management 1d Elect Director David C. Dvorak For For Management 1e Elect Director Michael J. Farrell For For Management 1f Elect Director Larry C. Glasscock For For Management 1g Elect Director Robert A. Hagemann For For Management 1h Elect Director Arthur J. Higgins For For Management 1i Elect Director Michael W. Michelson For For Management 1j Elect Director Cecil B. Pickett For For Management 1k Elect Director Jeffrey K. Rhodes 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 -------------------------------------------------------------------------------- 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 ========================== MFS Strategic Income Fund =========================== MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO Ticker: Security ID: 55291X109 Meeting Date: MAR 23, 2017 Meeting Type: Written Consent Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven E. Buller For For Management 1.2 Elect Director John A. Caroselli For For Management 1.3 Elect Director Maureen R. Goldfarb For For Management 1.4 Elect Director David H. Gunning For For Management 1.5 Elect Director Michael Hegarty For For Management 1.6 Elect Director John P. Kavanaugh For For Management 1.7 Elect Director Robert J. Manning For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Maryanne L. Roepke For For Management 1.10 Elect Director Robin A. Stelmach For For Management 1.11 Elect Director Laurie J. Thomsen For For Management -------------------------------------------------------------------------------- MFS SERIES TRUST III - MFS HIGH YIELD POOLED PORTFOLIO Ticker: MIDGX-US Security ID: 552984668 Meeting Date: MAR 23, 2017 Meeting Type: Special Record Date: JAN 06, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven E. Buller For Did Not Vote Management 1.2 Elect Director John A. Caroselli For Did Not Vote Management 1.3 Elect Director Maureen R. Goldfarb For Did Not Vote Management 1.4 Elect Director David H. Gunning For Did Not Vote Management 1.5 Elect Director Michael Hegarty For Did Not Vote Management 1.6 Elect Director John P. Kavanaugh For Did Not Vote Management 1.7 Elect Director Robert J. Manning For Did Not Vote Management 1.8 Elect Director Clarence Otis, Jr. For Did Not Vote Management 1.9 Elect Director Maryanne L. Roepke For Did Not Vote Management 1.10 Elect Director Robin A. Stelmach For Did Not Vote Management 1.11 Elect Director Laurie J. Thomsen For Did Not Vote Management -------------------------------------------------------------------------------- PACIFIC EXPLORATION & PRODUCTION CORPORATION Ticker: PEN Security ID: 69423W889 Meeting Date: MAY 31, 2017 Meeting Type: Annual Record Date: APR 18, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Fix Number of Directors at Six For For Management 2.1 Elect Director Luis Fernando Alarcon For For Management 2.2 Elect Director W. Ellis Armstrong For For Management 2.3 Elect Director Gabriel de Alba For For Management 2.4 Elect Director Raymond Bromark For For Management 2.5 Elect Director Russell Ford For For Management 2.6 Elect Director Camilo Marulanda For For Management 3 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Registrant: MFS SERIES TRUST VIII By (Signature and Title): David DiLorenzo* ------------------------------------------- David DiLorenzo, President and Principal Executive Officer Date: August 28, 2017 *By (Signature and Title) /s/ Susan A. Pereira ------------------------------------------- Susan A. Pereira, as attorney-in-fact * Executed by Susan A. Pereira on behalf of David DiLorenzo pursuant to a Power of Attorney dated June 1, 2017. (1) (1) Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and 811-03327) Post-Effective Amendment No. 65 filed with the SEC via EDGAR on June 27, 2017.